Q: I have an Iowa LLC, but want to change its name. I also moved to another town in Iowa, so I’ll need to change the LLC’s address. How do I make this happen?
Thanks to a customer in Iowa for this great question. Changing your LLC’s name and address in Iowa involves filing an LLC amendment with Iowa’s Secretary of State. You’ll have to complete a few extra steps before and after you file the amendment. Here we’ll show you how to successfully change your LLC’s name and address in The Hawkeye State.
Step 1: Make sure all other LLC members approve of the name and address change
If you’re a single-member LLC you don’t have to clear the name and address change with anyone else, though you’ll want to note the change in your LLC’s operating agreement. If you’re a multi-member LLC, you’ll need to follow the LLC’s operating agreement on how to amend the LLC. Some LLC’s choose to allow changes to take place with a simple majority vote. Other operating agreements set forth the expectation that a unanimous decision must be made by all members. Once the name and address change are agreed upon in accordance with the LLC’s rules, you’ll want to have the members all sign a member resolution. An LLC member resolution acts as a receipt that records the member vote authorizing a specific action.
Step 2: Check to see if the new business name is available
Your new LLC name can’t be the same or similar to any other business name on record in Iowa. This means you’ll need to perform a business entity name search through Iowa’s online database. If no one else has used your business name, you’re good to go. If it’s already taken you’ll need to choose another name.
Step 3: File LLC amendment with Iowa’s Secretary of State
Unlike most states, Iowa doesn’t have a specific LLC amendment form that you can mail or fax to the Secretary of State. This means you’ll need to create your own amendment form. You can type it out on your computer and make it look as official as you want, but at the end of the day, your written amendment must adhere to Iowa Code § 489.202, which outlines what your LLC amendment must include:
- The current name of your LLC.
- The date your Certificate of Organization (your LLC’s original formation document) was initially filed. Don’t know the exact date? You can find it by searching Iowa’s Business Database.
- List all necessary amendments. In this case you’ll be amending the LLC’s name and its address. List the new name and new address here.
- The amendment must be signed by the person filing the amendment. This must be a member, manager, or attorney-in-fact.
How do I file my Iowa LLC Amendment?
Iowa LLC Amendments must be submitted to the Iowa Secretary of State, Business Services Division by mail, in person, or online. Online and in person submissions are generally processed in 1-3 business days. Mailed filings will take longer, so if you’re in a hurry, online filings are the way to go.
Mail and In-Person:
Iowa Secretary of State
Business Services Division
321 E. 12th Street
First Floor, Lucas Building
Des Moines, IA 50319
Online:
Iowa Fast Track Business Filing
How much does it cost to file an LLC amendment in Iowa?
The filing fee for your amendment is $50.
What if the LLC is registered in more than one state?
If your LLC has foreign qualified to do business in another state, you’ll need to file amendments in each state where the LLC operates.
Step 4: Update your LLC’s Operating Agreement
Once Iowa has approved of the name and address amendment, you’ll want to make note of the change in your LLC’s operating agreement. While not required by Iowa law, your LLC’s operating agreement is important in the event that your LLC is sued. In line with Iowa Code § 489.110, your operating agreement should outline the rules and procedures that your LLC abides by.
Check out our attorney-drafted Iowa LLC Operating Agreement.
Step 5: Notify the IRS and local tax authorities of the name and address change
Once your LLC amendment has been accepted by Iowa’s Secretary of State, you’ll need to begin the process of changing your LLC’s name with federal, state, and local authorities. Start with filing a name change with the IRS. You’ll also need to make note of the change with Iowa’s Department of Revenue. Did you move counties? If so, you’ll want to get in touch with both your old and new county and notify them of your LLC’s name and address change.
Who else should I notify?
Changing your LLC’s name and address will necessitate that you communicate to your bank, vendors, customers and employees that you have a new address and your business has a new name. You’ll also want to update your website, social media accounts, business cards, stationary, and anything else you can think of that ties your new LLC name to the old one.