§ 489.14703 — Authorization of foreign protected series

Iowa § 489.14703

• Jurisdiction: Iowa
• Title XII: BUSINESS ENTITIES
• Ch. 489: UNIFORM LIMITED LIABILITY COMPANY ACT

Text

1. Except as otherwise provided in this section and subject to sections 489.14402 and
489.14404, the law of this state governing the filing of a certificate of authority of a foreign
limited liability company to do business in this state, including the consequences of not
complying with that law, applies to a foreign protected series of a foreign series limited
liability company as if the foreign protected series were a foreign limited liability company

formed separately from the foreign series limited liability company and distinct from the
foreign series limited liability company and any other foreign protected series of the foreign
series limited liability company.
2. An application by a foreign protected series of a foreign series limited liability company
for a certificate of authority to do business in this state must include all of the following:
a. The name and jurisdiction of formation of the foreign series limited liability company.
b. If the company has other foreign protected series, the name and street and mailing
address of an individual who knows the name and street and mailing address of all of the
following:
(1) Each other foreign protected series of the foreign series limited liability company.
(2) Theforeignprotected-seriesmanagerofandagentforserviceofprocessforeachother
foreign protected series of the foreign series limited liability company.
2A. If the jurisdiction under whose law the foreign protected series was organized does
not provide for the protected series to obtain a certificate of existence, the foreign protected
series shall attach a certificate of existence for the series limited liability company of which
it is a protected series. In that case, a foreign protected series of the foreign series limited
liability company will be deemed to be in existence and good standing as long as the series
limited liability company is in existence and good standing.
3. The name of a foreign protected series applying for a certificate of authority or
authorized to do business in this state must comply with section 489.14202 and may do so
using a fictitious name pursuant to section 489.112, if the fictitious name complies with
section 489.14202.
4. A foreign protected series that has in effect a certificate of authority pursuant to this
section shall file with the secretary of state an amendment to its application if there is any
change in the information required by subsection 2.