Iowa Code § 490.1510
Transfer of registration
Redline — January 1, 2012 → current.View current text →
Current — January 1, 2023
As of January 1, 2012
1. The registered agent of a foreign corporation authorized to transact business in this state is the corporation’s agent for service of process, notice, or demand required or permitted by law to be served on the foreign corporation.
1. If a registered foreign corporation merges into a nonregistered foreign corporation or converts to a foreign corporation required to register with the secretary of state to do business in this state, the foreign corporation shall deliver to the secretary of state for filing a transfer of registration statement. The transfer of registration statement must be signed by the surviving or converted foreign corporation and state all of the following:
2. A foreign corporation may be served by registered or certified mail, return receipt requested, addressed to the secretary of the foreign corporation at its principal office shown in its application for a certificate of authority or in its most recent biennial report if the foreign corporation meets any of the following conditions:
a. Has no registered agent or its registered agent cannot with reasonable diligence be served.
b. Has withdrawn from transacting business in this state under section 490.1520.
c. Has had its certificate of authority revoked under section 490.1531.
3. a. A foreign corporation that does not have a current certificate of authority to transact business in this state under section 490.1503 may be served, with respect to an in rem action, in the manner provided in subsections 2 and 4, addressed to the secretary of the foreign corporation at its principal office as found either in the records of the jurisdiction of incorporation or in public records filed by it with an agency of the United States or any state having regulatory authority over the foreign corporation’s business and affairs.
b. For purposes of paragraph “a”, “in rem action” means an action, statutory notice, or demand involving the title to real estate or tangible personal property sited in Iowa; the partition or the foreclosure of a lien or mortgage against real estate; or the determination of the priorities of liens or claims against such real estate or personal property.
4. Service is perfected under subsection 2 or 3 at the earliest of:
a. The date the foreign corporation receives the mail.
b. The date shown on the return receipt, if signed on behalf of the foreign corporation.
c. Five days after its deposit in the United States mail, as evidenced by the postmark, if mailed postpaid and correctly addressed.
5. A foreign corporation may also be served in any other manner permitted by law.
89 Acts, ch 288, §170; 97 Acts, ch 171, §16; 2011 Acts, ch 56, §1, 2
Referred to in
NEW subsection 3 and former subsections 3 and 4 renumbered as 4 and 5
Subsection 4, unnumbered paragraph 1 amended
a. The name of the registered foreign corporation and its jurisdiction of formation before the merger or conversion.
b. The name of the surviving or converted foreign corporation and its jurisdiction of formation after the merger or conversion and, if the name does not comply with section 490.401, an alternate name adopted pursuant to section 490.1506.
c. All of the following information regarding the surviving or converted foreign corporation after the merger or conversion:
(1) The street and mailing addresses of the principal office of the foreign corporation and, if the law of the foreign corporation’s jurisdiction of formation requires it to maintain an office in that jurisdiction, the street and mailing addresses of that office.
(2) The street and mailing addresses of the foreign corporation’s registered office in this state and the name of its registered agent at that office.
2. On the effective date of a transfer of registration statement as determined in accordance with section 490.123, the registration of the registered foreign corporation to do business in this state is transferred without interruption to the foreign corporation into which it has merged or to which it has been converted.
Former section 490.1510 stricken effective January 1, 2022, by
Official source: Iowa Legislature. Reproduced from public-domain Iowa statutes; confirm against the official source for the current text. Not legal advice.