Iowa Code

Iowa Code § 490.1422 (2026)

Reinstatement following administrative dissolution

✓ current as of July 2026

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1. A corporation administratively dissolved under section 490.1421 may apply to the secretary of state for reinstatement at any time after the effective date of dissolution. The application must meet all of the following requirements:

a. State the name of the corporation at its date of dissolution and the effective date of its administrative dissolution.

b. State that the ground or grounds for dissolution either did not exist or have been eliminated.\n\nTue Dec 09 22:07:44 2025 Iowa Code 2026, Chapter 490 (142, 1) §490.1422, BUSINESS CORPORATIONS 120\n\n c. If the application is received more than five years after the effective date of dissolution, state a corporate name that satisfies the requirements of section 490.401.

2. a. If the secretary of state determines that the application contains the information required by subsection 1, and that the information is correct, the secretary of state shall cancel the certificate of dissolution and prepare a certificate of reinstatement that recites the secretary of state’s determination and the effective date of reinstatement, file the certificate of reinstatement, and deliver a copy to the corporation under section 490.504.

b. If the corporate name in subsection 1, paragraph “c”, is different from the corporate name in subsection 1, paragraph “a”, the certificate of reinstatement shall constitute an amendment to the articles of incorporation insofar as it pertains to the corporate name. A corporation shall not relinquish the right to retain its corporate name if the reinstatement is effective within five years of the effective date of the corporation’s dissolution.

3. When the reinstatement is effective, it relates back to and takes effect as of the effective date of the administrative dissolution as if the administrative dissolution had never occurred. 89 Acts, ch 288, §154; 92 Acts, ch 1244, §46; 93 Acts, ch 17, §1; 93 Acts, ch 126, §7, 8; 94 Acts, ch 1053, §1; 96 Acts, ch 1170, §12, 13; 2003 Acts, ch 145, §286; 2006 Acts, ch 1089, §9 – 12; 2010 Acts, ch 1040, §2; 2020 Acts, ch 1118, §25; 2021 Acts, ch 165, §180, 230; 2024 Acts, ch 1048, §2 Referred to in §249A.40, 488.108, 490.401, 504.401, 504.403 \n

Notes of Decisions

Cited in 4 cases, 2000–2018 · leading case: Marshall v. Baggett, 616 F.3d 849 (8th Cir. 2010).

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Marshall v. Baggett, 616 F.3d 849 (8th Cir. 2010). “See Iowa Code § 490.1422 (3) ("When the reinstatement is effective, it relates back to and takes effect as of the effective date of the administrative dissolution as if the administrative dissolution had never occurred.”

In Re Quad City Minority Broadcasters, Inc., 252 B.R. 773 (Bankr. S.D. Iowa 2000). “The Debtor attempted to apply for reinstatement but was unable to do so because of the passage of time.”

Woodruff Constr., LLC v. K.W. \Casey\" Clark" (Iowa Ct. App. 2018). · cites it 8× “Iowa Code § 490.1422 (1). There is no statutory process to reincorporate an administratively dissolved corporation.”

Minger Constr., Inc. v. Clark Farms, Ltd., & Kevin W. Clark, AKA K.W. \Casey\" Clark" (Iowa Ct. App. 2015). · cites it 2× “”); Iowa Code § 490.1422 (3) (“When the reinstatement is effective, it relates back to and takes effect as of the effective date of the administrative dissolution as if the administrative dissolution had never occurred.”

— Iowa Code § 490.1422(1) — 1 case

In Re Quad City Minority Broadcasters, Inc., 252 B.R. 773 (Bankr. S.D. Iowa 2000). “The Debtor attempted to apply for reinstatement but was unable to do so because of the passage of time.”

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