2022 Iowa Code
Title XII - BUSINESS ENTITIES
Chapter 490 - BUSINESS CORPORATIONS
Section 490.922 - Articles of domestication — effectiveness.
490.922 Articles of domestication — effectiveness.
1. After a plan of domestication of a domestic corporation has been adopted and approved as required by this chapter, or a foreign corporation that is the domesticating corporation has approved a domestication as required under its organic law, articles of domestication shall be signed by the domesticating corporation. The articles must set forth all of the following:
a. The name of the domesticating corporation and its jurisdiction of formation.
b. The name and jurisdiction of formation of the domesticated corporation.
c. If the domesticating corporation is a domestic corporation, a statement that the plan of domestication was approved in accordance with this subchapter or, if the domesticating corporation is a foreign corporation, a statement that the domestication was approved in accordance with its organic law.
2. If the domesticated corporation is a domestic corporation, the articles of domestication must attach articles of incorporation of the domesticated corporation that satisfy the requirements of section 490.202. Provisions that would not be required to be included in restated articles of incorporation may be omitted from the articles of incorporation attached to the articles of domestication.
3. The articles of domestication shall be delivered to the secretary of state for filing, and shall take effect at the effective date determined in accordance with section 490.123.
4. If the domesticated corporation is a domestic corporation, the domestication becomes effective when the articles of domestication are effective. If the domesticated corporation is a foreign corporation, the domestication becomes effective on the later of the following:
a. The date and time provided by the organic law of the domesticated corporation.
b. When the articles of domestication are effective.
5. If the domesticating corporation is a foreign corporation that is registered to do business in this state under subchapter XV, its registration statement shall be canceled automatically when the domestication becomes effective.
2021 Acts, ch 165, §131, 230
Section effective January 1, 2022; 2021 Acts, ch 165, §230
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