Your Iowa Corporation name can identify the type of products and services your business will provide; or it may be the name of the founder; or it can be a combination of the two or something else.

In any case, the Iowa Corporation name that you choose must be distinguishable from the name of any other registered Iowa Corporation or other business entity and the name must also be different from any reserved names on record with the state of Iowa.  Your Iowa Corporation name must not imply that it was formed for a purpose other than that stated in your Articles of Incorporation; and your Iowa Corporation name must not be a name that is likely to mislead the public.

Iowa state law restricts the use of certain words and phrases in Corporation names.  The name of an Iowa Corporation also must include the word "Corporation" or "Incorporated" or an abbreviation of one of these words.  If you choose us to help you for a new Iowa Corporation we will make sure that the name you have chose complies with all Iowa requirements.

It's important to choose a good name for your Iowa Corporation because if you want to change it after you incorporate you will have to file amended Articles of Incorporation with the Iowa Secretary of State (and pay a fee).

Every Iowa Corporation must have an address that is physically located in the state of Iowa.  This address is "registered" with the Iowa Secretary of State.  The Registered Address is where official and legal correspondence can be delivered.

The individual or company that is registered with the state of Iowa to receive all correspondence on behalf of the Iowa Corporation is called a "Registered Agent".  You may act as your own Registered Agent, however, many Iowa Corporations hire a Registered Agent because they don't have a physical address within the state of Iowa or to provide a distinct level of privacy.

All Iowa Corporations are required to have a Board of Directors.  Directors are the people who will set policies for your Iowa Corporation and manage the business and its resources.  In the majority of small corporations directors are the owners. The Articles of Incorporation or Corporate Bylaws may define specific qualifications for Directors. 

The Board of Directors is responsible for creating rules, approving budgets and distributing profits to shareholders. One of the most important duties of the Board of Directors is electing Officers for your Iowa Corporation.  The same person may be a Director and an Officer at the same time.  Directors need not be residents of the state of Iowa or shareholders of the Iowa Corporation unless the Articles of Incorporation or Bylaws require it.

Normally Directors for your Iowa Corporation are elected for a term of one year.  Elections are held at the annual meeting of Shareholders.  The Directors serve until the next annual Shareholders meeting.

The Board of Directors elects Officers for your Iowa Corporation in accordance with the Corporate Bylaws and Articles of Incorporation.  Officers serve at the pleasure of the Board of Directors of the Iowa Corporation.  Officers handle the day to day operation of the Iowa Corporation.

Unless specifically prohibited by the Corporate Bylaws or Articles of Incorporation, in a Iowa Corporation the same person may hold more than one Corporate Office at the same time.  However, there are certain legal affairs in which the same person cannot act in more than one capacity.

One Officer - usually the Secretary - is given responsibility for preparing Minutes of Directors and Shareholders meetings and for authenticating records for the Iowa Corporation. 

The Iowa Corporate Income Tax Rate is variable depending on the annual net income of the Iowa Corporation.  Iowa Corporate Income Tax Rates vary from 6 to 12%.   You may form an S Corporation in Iowa.  S Corporations may "pass through" all corporate profits to the shareholders (owners) who then pay tax at their applicable personal rate.  S Corporations do not pay any Iowa Corporate Income Tax.

In order to form a Corporation in Iowa you must file Articles of Incorporation with the Iowa Secretary of State.  The Articles of Incorporation must include certain specific information about your Iowa business. If the Articles do not conform exactly to state of Iowa requirements they will be rejected.  You may subsequently amend the Articles of Incorporation for your Iowa Corporation but you will have to pay a fee to the state of Iowa in order to make the changes official.

A Federal Employer Identification Number (FEIN), also known as a Federal Tax Identification Number, is used by the IRS to identify a business entity.  An FEIN is like a Social Security Number for your Iowa Corporation.  All Iowa Corporations are required to have an FEIN.

Corporate stock is evidence of ownership of a Iowa Corporation.  When you form your Iowa Corporation, you will need to determine what type of stock and the number of shares of each type that you want to authorize.  You do not have to sell the number of shares that are authorized.  Many small Iowa Corporations hold 100% of the shares.

Stockholders in a Iowa Corporation are entitled to voting rights or dividends of the Corporate profits or both.  Whoever owns over 50% of the stock of the Iowa Corporation is able to make all Corporate business decisions.  Iowa Corporations usually hold at least 51% of the corporate stock in order to retain control of the Iowa Corporation.

The Board of Directors holds an initial meeting to elect Officers, authorize issuance of stock and adopt the Corporate Bylaws.  Bylaws are the internal rules of your Iowa Corporation.  They are adopted by the Board of Directors and vary widely from Corporation to Corporation.  Commonly bylaws include the number of seats on the board of directors; how Directors are elected; how meetings of Directors and Shareholders are to be conducted; what Officers the Iowa Corporation will have and a description of each of their duties. 

As your company grows over time, you may amend your bylaws as necessary.  Bylaws generally cannot be amended by the Board of Directors unilaterally.  A vote by the majority of Stockholders of the Iowa Corporation is usually required to amend the Corporate Bylaws.  Bylaws may include any rules for managing the business and conducting corporate affairs.  Almost anything may be written into the Bylaws, however, the Bylaws must not be in violation of any federal or Iowa law or the Iowa Corporation's Articles of Incorporation.  A copy of the Corporate Bylaws should be maintained at the Corporation's principal Iowa office.

Note that forming an Iowa Corporation doesn't take the place of obtaining a business license, tax registration certificate, or other required business permits.  An Iowa Corporation merely creates an ownership structure that limits the owners' personal liability.  You may still need to take care of getting set up to do business with your local government.

Depending on the nature of the business and the location of your Iowa Corporation you may need to get one or more city business licenses or permits.  The business licenses or permits that are required for your Iowa Corporation vary depending on your business activities and the specific locations within the state of Iowa in which you want to conduct business.

If your Iowa Corporation will be selling products in Iowa you may be required to obtain a Reseller's Permit from the appropriate Iowa state agency.  If your Iowa Corporation will be selling products in Iowa you will also be responsible for all applicable local and state of Iowa sales taxes if there are any.

Every Iowa Corporation must hold corporate and shareholder meetings, at least annually, and must keep minutes of each meeting on file.  A copy of the minutes is evidence that the meetings took place and includes all resolutions that were adopted.  The minutes of each meetings must be open for inspection by any Shareholder or Director.  This meeting requirement is often overlooked and comes into play when the Iowa Corporation is challenged for any reason.  Keeping proper meeting minutes and documenting resolutions made and approved by the Directors is a formality that could save your Iowa Corporation a lot of potential trouble.

An initial Iowa Corporation Biennial Report must be filed with the Iowa Secretary of State between January 1 and April 1 of the first even-numbered year following the calendar year in which the Iowa Secretary of State approved the Articles of Incorporation of the IA Corporation.

For example, if the Iowa Corporation was registered with the Iowa Secretary of State on April 1, 2014, the initial Iowa Biennial Report would be due at the Iowa Secretary of State by April 1, 2016.

If the Iowa Corporation was registered with the Iowa Secretary of State on April 1, 2015, the initial Iowa Biennial Report would also be due at the Iowa Secretary of State by April 1, 2016.

Iowa Corporation Biennial Reports must be delivered to the Iowa Secretary of State between January 1 and April 1 of the following even-numbered calendar years after the year in which the Iowa Corporation filed its initial Biennial Report with the IA Secretary of State.

For example, if the Iowa Corporation filed its initial Biennial Report with the Iowa Secretary of State on April 1, 2014, the initial Iowa Biennial Report would be due at the Iowa Secretary of State by April 1, 2016.

If an Iowa Corporation does not file its Corporation Annual Report by the due date then that Iowa Corporation will eventually be administratively dissolved by the Iowa Secretary of State.