1. The name of a limited liability company must contain the phrase “limited liability company” or “limited company” or the abbreviation “L. L. C.”, “LLC”, “L. C.”, or “LC”. “Limited” may be abbreviated as “Ltd.”, and “company” may be abbreviated as “Co.”. 2. Except as otherwise provided in subsection 3, the name of a limited liability company, and the name under which a foreign limited liabilitycompany may register to do business in this state, must be distinguishable on the records of the secretary of state from any of the following: a. The name of an existing person whose formation required the filingof a record by the secretary of state and which is not at the time administratively dissolved, or if such person has been administratively dissolved, within five years of the effective date of dissolution. b. The name of a limited liabilitypartnership whose statement of qualification isin effect. c. The name under which a person is registered to do business in this state by the filing of a record by the secretary of state. d. The name reserved under section 489.113 or other law of this state providing for the reservation of a name by the filing of a record by the secretary of state. e. The name registered under section 489.114 or other law of this state providing for the registration of a name by the filingof a record by the secretary of state. f. The name registered with the secretary of state as a fictitious name. 3. Ifa person consents in a record to the use of its name and submits an undertaking in a form satisfactory to the secretary of state to change itsname toa name that isdistinguishable on the records of the secretary of state from any name in any category of names in subsection 2,the name of the consenting person may be used by the person to which the consent was given. 4. In determining whether a name is the same as or not distinguishable on the records of the secretary of state from the name of another person, words, phrases, or abbreviations indicating a type of person, such as “corporation”, “corp.”, “incorporated”, “Inc.”, “professional corporation”, “P.C.”, “PC”, “professional association”, “P.A.”, “PA”, “Limited”, “Ltd.”, “limited partnership”, “L.P.”, “LP”, “limited liability partnership”, “L.L.P.”, “LLP”, “registered limited liability partnership”, “R.L.L.P.”, “RLLP”, “limited liability limited partnership”, “L.L.L.P.”, “LLLP”, “registered limited liability limited partnership”, “R.L.L.L.P.”, “RLLLP”, “limited liability company”, “L.L.C.”, “LLC”, “cooperative”, “coop”, or “CP” shall not be taken into account. 5. The name of a limited liability company or foreign limited liability company shall not contain words that may be used only with approval by another state department or state agency unless the company obtains the approval of such other state department or agency and delivers to the secretary of state for filing a record certifying such approval. 6. A limited liability company or foreign limited liability company may use a name that isnot distinguishable from a name described in subsection 2,paragraphs “a” through “f”, if the company delivers to the secretary of state a certified copy of a final judgment of a court of competent jurisdiction establishing the right of the company to use the name in this state. 7. A limited liability company may use the name, including the fictitious name, of another entity that is used in this state ifthe other entity is formed under the law of this state or is authorized to transact business in this state and the proposed user limited liability company meets any of the following conditions: a. Has merged with the other entity. b. Has been formed by reorganization of the other entity. c. Has acquired all or substantially all ofthe assets, including the name, ofthe other entity. 8. This subchapter does not control the use of fictitious names. However, if a limited liabilitycompany uses a fictitious name in this state, itshall deliver to the secretary of state for filing a certified copy of the resolution of its members ifit is member-managed or its managers if itis manager-managed, adopting the fictitious name. C2009, §489.108 C2024, §489.112 Former §489.112transferredto§489.107;2023Acts,ch152,§143,161
‹ Prev All Iowa sections Next ›
Lexace provides legal information, not legal advice, and no attorney–client relationship is created. Statute text is provided for general information and may not reflect the most recent amendments; verify against the official state code.