Iowa Code
Chapter 489 - REVISED UNIFORM LIMITED LIABILITY COMPANY ACT
Section 489.875 - Reserved.

489.875 Reserved. Reserved.

Structure Iowa Code

Iowa Code

Title XII - BUSINESS ENTITIES

Chapter 489 - REVISED UNIFORM LIMITED LIABILITY COMPANY ACT

Section 489.101 - Short title.

Section 489.102 - Definitions.

Section 489.103 - Knowledge — notice.

Section 489.104 - Nature, purpose, and duration of limited liability company.

Section 489.105 - Powers.

Section 489.106 - Governing law.

Section 489.107 - Supplemental principles of law.

Section 489.108 - Name.

Section 489.109 - Reservation of name.

Section 489.110 - Operating agreement — scope, function, and limitations.

Section 489.111 - Operating agreement — effect on limited liability company and persons becoming members — preformation agreement.

Section 489.112 - Operating agreement — effect on third parties and relationship to records effective on behalf of limited liability company.

Section 489.113 - Registered office and registered agent for service of process.

Section 489.114 - Change of registered office or registered agent for service of process.

Section 489.115 - Resignation of registered agent for service of process.

Section 489.116 - Service of process.

Section 489.117 - Fees.

Section 489.201 - Formation of limited liability company — certificate of organization.

Section 489.202 - Amendment or restatement of certificate of organization.

Section 489.203 - Signing of records to be delivered for filing to secretary of state.

Section 489.204 - Signing and filing pursuant to judicial order.

Section 489.205 - Delivery to and filing of records by secretary of state — effective time and date.

Section 489.205A - Secretary of state — extra services — surcharge.

Section 489.206 - Correcting filed record.

Section 489.207 - Penalty for signing false record.

Section 489.208 - Certificate of existence or authorization.

Section 489.209 - Biennial report for secretary of state.

Section 489.301 - No agency power of member as member.

Section 489.302 - Statement of authority.

Section 489.303 - Statement of denial.

Section 489.304 - Liability of members and managers.

Section 489.401 - Becoming member.

Section 489.402 - Form of contribution.

Section 489.403 - Liability for contributions.

Section 489.404 - Sharing of and right to distributions before dissolution.

Section 489.405 - Limitations on distribution.

Section 489.406 - Liability for improper distributions.

Section 489.407 - Management of limited liability company.

Section 489.407A - Real estate interest transferred by limited liability company or foreign limited liability company.

Section 489.408 - Indemnification and insurance.

Section 489.409 - Standards of conduct for members and managers.

Section 489.410 - Right of members, managers, and dissociated members to information.

Section 489.501 - Nature of transferable interest.

Section 489.502 - Transfer of transferable interest.

Section 489.503 - Charging order.

Section 489.504 - Power of personal representative of deceased member.

Section 489.601 - Member’s power to dissociate — wrongful dissociation.

Section 489.602 - Events causing dissociation.

Section 489.603 - Effect of person’s dissociation as member.

Section 489.604 - Member’s power to dissociate under certain circumstances.

Section 489.701 - Events causing dissolution.

Section 489.701A - Rescinding dissolution.

Section 489.702 - Winding up.

Section 489.703 - Known claims against dissolved limited liability company.

Section 489.704 - Other claims against dissolved limited liability company.

Section 489.705 - Administrative dissolution.

Section 489.706 - Reinstatement following administrative dissolution.

Section 489.707 - Appeal from rejection of reinstatement.

Section 489.708 - Distribution of assets in winding up limited liability company’s activities.

Section 489.801 - Governing law.

Section 489.802 - Application for certificate of authority.

Section 489.803 - Activities not constituting transacting business.

Section 489.804 - Filing of certificate of authority.

Section 489.805 - Noncomplying name of foreign limited liability company.

Section 489.806 - Revocation of certificate of authority.

Section 489.807 - Cancellation of certificate of authority.

Section 489.808 - Effect of failure to have certificate of authority.

Section 489.809 - Action by attorney general.

Section 489.810 - Reserved.

Section 489.811 - Reserved.

Section 489.812 - Reserved.

Section 489.813 - Reserved.

Section 489.814 - Reserved.

Section 489.815 - Reserved.

Section 489.816 - Reserved.

Section 489.817 - Reserved.

Section 489.818 - Reserved.

Section 489.819 - Reserved.

Section 489.820 - Reserved.

Section 489.821 - Reserved.

Section 489.822 - Reserved.

Section 489.823 - Reserved.

Section 489.824 - Reserved.

Section 489.825 - Reserved.

Section 489.826 - Reserved.

Section 489.827 - Reserved.

Section 489.828 - Reserved.

Section 489.829 - Reserved.

Section 489.830 - Reserved.

Section 489.831 - Reserved.

Section 489.832 - Reserved.

Section 489.833 - Reserved.

Section 489.834 - Reserved.

Section 489.835 - Reserved.

Section 489.836 - Reserved.

Section 489.837 - Reserved.

Section 489.838 - Reserved.

Section 489.839 - Reserved.

Section 489.840 - Reserved.

Section 489.841 - Reserved.

Section 489.842 - Reserved.

Section 489.843 - Reserved.

Section 489.844 - Reserved.

Section 489.845 - Reserved.

Section 489.846 - Reserved.

Section 489.847 - Reserved.

Section 489.848 - Reserved.

Section 489.849 - Reserved.

Section 489.850 - Reserved.

Section 489.851 - Reserved.

Section 489.852 - Reserved.

Section 489.853 - Reserved.

Section 489.854 - Reserved.

Section 489.855 - Reserved.

Section 489.856 - Reserved.

Section 489.857 - Reserved.

Section 489.858 - Reserved.

Section 489.859 - Reserved.

Section 489.860 - Reserved.

Section 489.861 - Reserved.

Section 489.862 - Reserved.

Section 489.863 - Reserved.

Section 489.864 - Reserved.

Section 489.865 - Reserved.

Section 489.866 - Reserved.

Section 489.867 - Reserved.

Section 489.868 - Reserved.

Section 489.869 - Reserved.

Section 489.870 - Reserved.

Section 489.871 - Reserved.

Section 489.872 - Reserved.

Section 489.873 - Reserved.

Section 489.874 - Reserved.

Section 489.875 - Reserved.

Section 489.876 - Reserved.

Section 489.877 - Reserved.

Section 489.878 - Reserved.

Section 489.879 - Reserved.

Section 489.880 - Reserved.

Section 489.881 - Reserved.

Section 489.882 - Reserved.

Section 489.883 - Reserved.

Section 489.884 - Reserved.

Section 489.885 - Reserved.

Section 489.886 - Reserved.

Section 489.887 - Reserved.

Section 489.888 - Reserved.

Section 489.889 - Reserved.

Section 489.890 - Reserved.

Section 489.891 - Reserved.

Section 489.892 - Reserved.

Section 489.893 - Reserved.

Section 489.894 - Reserved.

Section 489.895 - Reserved.

Section 489.896 - Reserved.

Section 489.897 - Reserved.

Section 489.898 - Reserved.

Section 489.899 - Reserved.

Section 489.900 - Reserved.

Section 489.901 - Direct action by member.

Section 489.902 - Derivative action.

Section 489.903 - Proper plaintiff.

Section 489.904 - Pleading.

Section 489.906 - Proceeds and expenses.

Section 489.1001 - Definitions.

Section 489.1002 - Merger.

Section 489.1003 - Action on plan of merger by constituent limited liability company.

Section 489.1004 - Filings required for merger — effective date.

Section 489.1005 - Effect of merger.

Section 489.1006 - Conversion.

Section 489.1007 - Action on plan of conversion by converting limited liability company.

Section 489.1008 - Filings required for conversion — effective date.

Section 489.1009 - Effect of conversion.

Section 489.1010 - Domestication.

Section 489.1011 - Action on plan of domestication by domesticating limited liability company.

Section 489.1012 - Filings required for domestication — effective date.

Section 489.1013 - Effect of domestication.

Section 489.1014 - Restrictions on approval of mergers, conversions, and domestications.

Section 489.1015 - Merger of domestic cooperative into a domestic limited liability company.

Section 489.1016 - Article not exclusive.

Section 489.1101 - Definitions.

Section 489.1102 - Purposes and powers.

Section 489.1103 - Name.

Section 489.1104 - Who may organize.

Section 489.1105 - Practice by professional limited liability company.

Section 489.1106 - Professional regulation.

Section 489.1107 - Relationship and liability to persons served.

Section 489.1108 - Issuance of interests.

Section 489.1109 - Assignment of interests.

Section 489.1110 - Convertible interests — rights and options.

Section 489.1111 - Voting trust — proxy.

Section 489.1112 - Required purchase by professional limited liability company of its own interests.

Section 489.1113 - Certificates representing interests.

Section 489.1114 - Management.

Section 489.1115 - Merger.

Section 489.1116 - Dissolution or liquidation.

Section 489.1117 - Foreign professional limited liability company.

Section 489.1118 - Limited liability companies organized under the other laws.

Section 489.1119 - Conflicts with other provisions of this chapter.

Section 489.1201 - Series of transferable interests.

Section 489.1202 - Management of a series.

Section 489.1203 - Series distributions.

Section 489.1204 - Dissociation from a series.

Section 489.1205 - Termination of a series.

Section 489.1206 - Foreign series.

Section 489.1301 - Uniformity of application and construction.

Section 489.1302 - Relation to Electronic Signatures in Global and National Commerce Act.

Section 489.1303 - Savings clause.

Section 489.1304 - Application to existing relationships.

Section 489.14101 - Short title.

Section 489.14102 - Definitions.

Section 489.14103 - Nature of protected series.

Section 489.14104 - Powers and duration of protected series.

Section 489.14105 - Governing law.

Section 489.14106 - Relation of operating agreement, this article, and this chapter.

Section 489.14107 - Additional limitations on operating agreement.

Section 489.14108 - Rules for applying specified provisions of this chapter to specified provisions of this article.

Section 489.14201 - Protected series designation — amendment.

Section 489.14202 - Name.

Section 489.14203 - Registered agent.

Section 489.14204 - Service of process, notice, demand, or other record.

Section 489.14205 - Certificate of existence for protected series.

Section 489.14206 - Information required in biennial report — effect of failure to provide.

Section 489.14207 - Reserved.

Section 489.14301 - Associated asset.

Section 489.14302 - Associated member.

Section 489.14303 - Protected-series transferable interest.

Section 489.14304 - Management.

Section 489.14305 - Right of person not associated member of protected series to information concerning protected series.

Section 489.14306 - Reserved.

Section 489.14401 - Limitations on liability.

Section 489.14402 - Claim seeking to disregard limitation of liability.

Section 489.14403 - Remedies of judgment creditor of associated member or protected-series transferee.

Section 489.14404 - Enforcement against nonassociated asset.

Section 489.14405 - Reserved.

Section 489.14501 - Events causing dissolution of protected series.

Section 489.14502 - Winding up dissolved protected series.

Section 489.14503 - Effect of reinstatement of series limited liability company or revocation of voluntary dissolution.

Section 489.14601 - Definitions.

Section 489.14602 - Protected series shall not be party to entity transaction.

Section 489.14603 - Restriction on entity transaction involving protected series.

Section 489.14604 - Merger authorized — parties restricted.

Section 489.14605 - Plan of merger.

Section 489.14606 - Articles of merger.

Section 489.14607 - Effect of merger.

Section 489.14608 - Application of section 489.14404 after merger.

Section 489.14609 - Reserved.

Section 489.14701 - Governing law.

Section 489.14702 - No attribution of activities constituting doing business or for establishing jurisdiction.

Section 489.14703 - Authorization of foreign protected series.

Section 489.14704 - Disclosure required when foreign series limited liability company or foreign protected series party to proceeding.

Section 489.14705 - Reserved.

Section 489.14801 - Uniformity of application and construction.

Section 489.14803 - Transitional provisions.

Section 489.14804 - Savings clause.