An Iowa biennial report is a short filing every registered business entity submits to the Iowa Secretary of State every two years to stay in good standing. For-profit corporations file in even-numbered years; LLCs, LLPs, LPs, and nonprofit corporations file in odd-numbered years. Either way, the deadline is April 1, and the window opens January 1 of that year.
Who Files and When
Every domestic or foreign entity registered with the Secretary of State has to file. That covers for-profit corporations (including professional corporations) under Iowa Code 490.1621, LLCs under 489.212, nonprofit corporations under 504.1613, and LLPs and LPs. Foreign entities that formed elsewhere but registered to do business in Iowa file too.1Iowa Legislature. Iowa Code 490.1621 – Biennial Report for Secretary of State Sole proprietorships and general partnerships don’t file because they aren’t registered with the Secretary of State the same way.
The schedule splits by entity type:
- For-profit corporations file between January 1 and April 1 of even-numbered years. The next deadline is April 1, 2026.
- LLCs, LLPs, LPs, and nonprofit corporations file between January 1 and April 1 of odd-numbered years. Their next window opens January 1, 2027.2Iowa Secretary of State. Business Entity Forms and Fees
The Secretary of State doesn’t reliably send a reminder for every entity, so put the date on your own calendar.
What Information You’ll Need
Everything on the form has to be accurate as of the date you sign. For corporations, that means:
- The corporation’s legal name, and for foreign corporations, the state or country where it was formed
- The street and mailing addresses of the registered office in Iowa and the name of the registered agent
- The street and mailing addresses of the principal office
- The names and business addresses of the president, secretary, treasurer, and one member of the board of directors
Foreign corporations also list their principal office address in their home jurisdiction if their formation state requires them to maintain one.1Iowa Legislature. Iowa Code 490.1621 – Biennial Report for Secretary of State Nonprofits report similar information and also indicate whether the corporation has members.3Iowa Legislature. Iowa Code 504.1613 – Biennial Report for Secretary of State
Pull this together before you start. The form itself is quick; chasing down a board member’s current business address at 10 p.m. on March 31 is how people miss the deadline.
How to File and What It Costs
You can file online through the Secretary of State’s Fast Track Filing system, or by mail or in person on paper. Online is cheaper and faster.4Fast Track Filing Resource Center. How Do I File a Biennial Report
To file online, log in to Fast Track Filing, open the biennial report for your entity type, and confirm or update each field. The system shows a summary screen before submission. Once you pay and submit, save the confirmation receipt — it’s your proof of timely filing if a question comes up later.
Fees depend on entity type and filing method:
- For-profit corporations: $60, whether online or paper
- LLCs, LLPs, and LPs: $30 online, or $45 by mail or in person
- Nonprofit corporations: no filing fee
Payment is due at submission. Online filers pay by credit or debit card. Iowa does not scale fees by business size or revenue, so a solo LLC pays the same $30 as a large one.2Iowa Secretary of State. Business Entity Forms and Fees
What Happens If You Miss the Deadline
A late biennial report can cost you the business. If an LLC doesn’t deliver its report within 60 days after it’s due, the Secretary of State can begin administrative dissolution proceedings.5Iowa Legislature. Iowa Code 489.708 – Grounds for Administrative Dissolution Corporations face the same consequence under a parallel provision.6Justia. Iowa Code Title XII, Chapter 490, Section 490-1420 – Grounds for Administrative Dissolution
Before dissolving your entity, the Secretary of State sends a written notice identifying the problem. You then have 60 days to fix it, which usually means filing the overdue report and paying any outstanding fees. If you don’t act in that window, the Secretary of State signs a statement of administrative dissolution.7Iowa Legislature. Iowa Code 489.709 – Procedure for and Effect of Administrative Dissolution
After administrative dissolution, the business still technically exists, but it can only do what’s needed to wind down: pay creditors, notify claimants, and liquidate assets. It cannot enter new contracts, file lawsuits, or carry on normal operations. Foreign entities that fail to file risk revocation of their certificate of authority, which bars them from doing business in Iowa legally.
Reinstating a Dissolved Business
Administrative dissolution isn’t necessarily permanent. Iowa lets both LLCs and corporations apply for reinstatement at any time after dissolution, and the process differs slightly between the two.
LLCs
An administratively dissolved LLC applies to the Secretary of State by stating the company’s name at the time of dissolution, the effective date of dissolution, and that the grounds for dissolution no longer exist. If the application is correct, the dissolution is cancelled and a certificate of reinstatement issues. Reinstatement relates back to the date of dissolution as if it never happened, which retroactively restores your contracts and legal standing during the gap.8Justia. Iowa Code Title XII, Chapter 489, Section 489-710 – Reinstatement Following Administrative Dissolution
Corporations
Corporations follow a similar process with an extra step. The application must include the corporation’s federal tax identification number. The Secretary of State forwards it to the Iowa Department of Revenue and the Department of Workforce Development, and both check for outstanding tax liabilities or filing delinquencies. If either flags a problem, the Secretary of State will not cancel the dissolution until the issue is cleared.9Iowa Legislature. Iowa Code 490.1422 – Reinstatement Following Administrative Dissolution Unresolved tax issues can add weeks or months to the timeline.
Fees and Name Availability
The filing fee for a reinstatement application is $5, on top of the overdue biennial report fee and whatever else caused the dissolution. If you apply more than five years after dissolution, you may need to adopt a new name that meets Iowa’s name availability rules, because another entity may have taken yours in the meantime.2Iowa Secretary of State. Business Entity Forms and Fees
Keeping Your Records Current Between Reports
If your business details change before the next report cycle, update the Secretary of State right away rather than waiting. Accurate records are how you receive legal notices and stay in compliance.
Registered agent changes are handled through a Statement of Change filed in Fast Track Filing. There is no fee for LLCs, corporations, and nonprofits; LLPs pay $5.2Iowa Secretary of State. Business Entity Forms and Fees
Bigger changes, such as amending your articles of incorporation or organization, need a separate amendment filing with its own documentation and fees. That’s a different process from the biennial report and shouldn’t be rolled into it. Failing to update required information when changes occur can itself become a ground for administrative action, so treat these updates as their own obligation.