General Assembly: 75 (1993 Regular GA) - Chapter 126 - Corporations and other business entities — miscellaneous provisions


Published: 1993-05-12

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243 LAWS OF THE SEVENTY -FIFTH G.A., 1993 SESSION CH. 126

CHAPTER 126 CORPORATIONS AND OTHER BUSINESS ENTITIES - MISCELLANEOUS PROVISIONS

H.F. 389

AN ACT relating to administrative dissolutions, nonprofit corporations, and foreign corpora- tions, establishing fees for certain filings, and other related matters.

Be It Enacted by the General Assembly of the State of Iowa:

Section 1. Section 86.36, subsection 5, Code 1993, is amended to read as follows: 5. "Nonresident employer", as used in section 85.3 and this section does not mean foreign

corporations lawfully qualified to transact business within the state of Iowa under ehaf)teP 494 OF chapter 490.

Sec. 2. Section 423.1, subsection 8, Code 1993, is amended to read as follows: 8. "Retailer maintaining a place of business in this state" or any like term, shall meaft 8ftd

iBelude includes any retailer having or maintaining within this state, directly or by a subsidi- ary, an office, distribution house, sales house, warehouse, or other place of business, or any agent operating within this state under the authority of the retailer or its subsidiary, irrespec- tive of whether such place of business or agent is located here permanently or temporarily,

.OF whetheP sueh PetaileP OF sebsidiaPy i& admitted te de besiaess withift this state J)I:IPSI:Ia&t te ehaf)teP 494.

Sec. 3. Section 423.22, Code 1993, is amended to read as follows: 423.22 REVOKING PERMITS. If a retailer maintaining a place of business in this state, or authorized to collect the tax

imposed pursuant to section 423.10, fails to comply with any of the provisions of this chapter or any orders or rules prescribed and adopted under this chapter, or is substantially delin- quent in the payment of a tax administered by the department or the interest or penalty on the tax, or if the person is a corporation and if any officer having a substantial legal or equita- ble interest in the ownership of the corporation owes any delinquent tax of the permit-holding corporation, or interest or penalty on the tax, administered by the department, the director may, upon notice and hearing as provided, by order revoke the permit, if any, issued to the retailer under section 422.53, OF if the PetaileP i& a eePJ)ePatiea aethePii!ed te de besiaess ill this state tmdeP ehaf)teP 494, may eePtify te the seePetaPy ef state a eepy ef aft ePdeP fiBdiftg that the FetaileP has failed te eemply with SJ)eeified J)P6'lisieas, ePdePs OF ~'tiles. The secretary of state shall, upon receipt of the certified copy, revoke the permit authorizing the corpora- tion to do business in this state, and shall issue a new permit only when the corporation has obtained from the director an order finding that the corporation has complied with its obliga- tions under this chapter. No order authorized in this section shall be made until the retailer is given an opportunity to be heard and to show cause why the order should not be made, and the retailer shall be given ten days' notice of the time, place, and purpose of the hearing. The director may issue a new permit pursuant to section 422.53 after revocation. The preceding provision applies to users and persons supplying services enumerated in section 422.43.

Sec. 4. Section 468.327, Code 1993, is amended to read as follows: 468.327 TRUSTEE CONTROL. A district formed pursuant to this part, under the control of a city council, may be placed

under the control and management of a board of trustees as provided in subchapter III of this chapter. Each trustee shall be a citizen of the United States not less than eighteen years of age and a bona fide owner of benefited land in the district for which the trustee is elected. If the owner is a family farm corporation as defined by section 9H.1, subsection 8, a business corporation organized and existing under chapter 490, or 491, OF 494;- or a partnership, a stock- holder or officer authorized by the corporation or a general partner may be elected as a trustee of the district.

CH. 126 LAWS OF THE SEVENTY -FIFTH G.A., 1993 SESSION 244

Sec. 5. Section 468.506, subsection 4, Code 1993, is amended to read as follows: 4. In a district which is a levee and drainage district which has eighty-five percent of its

acreage within the corporate limits of a city and has been under the control of a city under subchapter II, part 3, a bona fide owner of benefited land in the district. If the owner is a family farm corporation as defined by section 9H.1, subsection 8, a business corporation organized and existing under chapter 490,- or 491, 6P 494,- or a partnership, a stockholder or officer autho- rized by the corporation or a general partner may be elected as a trustee of the district.

Sec. 6. NEW SECTION. 487.104A CHANGE OF REGISTERED OFFICE OR REGISTERED AGENT.

1. A limited partnership may change its registered office or registered agent by delivering to the secretary of state for filing a statement of change that sets forth all of the following:

a. The name of the limited partnership. b. The street address of its current registered office. c. If the current registered office is to be changed, the street address of the new registered

office. d. The name of its current registered agent. e. If the current registered agent is to be changed, the name of the new registered agent

and the new agent's written consent, either on the statement or attached to it, to the appointment.

f. That after the change or changes are made, the street addresses of its registered office and the business office of its registered agent will be identical.

2. If a registered agent changes the street address of the registered agent's business office, the registered agent may change the street address of the registered office of any limited part- nership for which the person is the registered agent by notifying the limited partnership in writing of the change and signing, either manually or in facsimile, and delivering to the secre- tary of state for filing a statement that complies with the requirements of subsection 1 and recites that the limited partnership has been notified of the change.

3. If a registered agent changes the registered agent's business address to another place, the registered agent may change the business address and the address of the registered agent by filing a statement as required in subsection 2 for each limited partnership, or a single state- ment for all limited partnerships named in the notice, except that it need be signed only by the registered agent or agents and need not be responsive to subsection 1, paragraph "e", and must recite that a copy of the statement has been mailed to each limited partnership named in the notice.

4. A document delivered to the secretary of state for the purpose of changing a limited part- nership's registered agent or registered office may be executed by a general partner.

Sec. 7. Section 490.1422, subsection 1, paragraph d, Code 1993, is amended by striking the paragraph and inserting in lieu thereof the following:

d. State the state tax identification number of the corporation.

Sec. 8. Section 490.1422, subsection 2, Code 1993, is amended to read as follows: 2. ~ The secretary of state shall refer the state tax identification number contained !!!_the

application for reinstatement to the department of revenue and finance. The department of revenue and finance shall report to the secretary of state the tax status of the corporation. !! the department reports to the secretary of state that !! filing delinquency or liability exists against the corporation, the secretary of state shall not cancel the certificate of dissolution until the filing delinquency or liability ~ satisfied.

b. If the secretary of state determines that the application contains the information required by subsection 1! and that!! delinquency or liability reported pursuant to paragraph "a" has been satisfied, and that the information is correct, the secretary of state shall cancel the cer- tificate of dissolution and prepare a certificate of reinstatement that recites the secretary of state's determination and the effective date of reinstatement, file the original of the certifi- cate, and serve a copy on the corporation under section 490.504. If the corporate name in

245 LAWS OF THE SEVENTY-FIFTH G.A., 1993 SESSION CH. 126

subsection 1, paragraph "c"! is different than the corporate name in subsection 1, paragraph "a", the certificate of reinstatement shall constitute an amendment to the articles of incorpo- ration insofar as it pertains to the corporate name.

Sec. 9. Section 490.1701, subsection 6, Code 1993, is amended to read as follows: 6. A corporation subject to this chapter is not subject to chapter 491, 492, 493, 494-;- or 495.

Sec. 10. Section 491.11, Code 1993, is amended to read as follows: 491.11 INCORPORATION FEE. Corporations organized for a period of years shall pay the secretary of state, before a cer-

tificate of incorporation is issued, a fee of twenty five fifty dollars tegetheF with a FeeaFding fee ef fifty eeBts peP page. &00-; fef' all authaFii!ed steek iB C*eess ef ten- thausaad dallaFs, aB additienal fee ef eae dellaF- peP thaesand. CaFpaFatians eFgaBii!ed te ~ peFpeteally shall Jl&Y te the seeFetaFy ef state, befeF.e a eeFtifieate ef iaeaFpaFatiea is isstied, a fee ef eae headFed ElellaF& tegetheF with a FeeeFding fee ef fifty eeBts peP page. &00-; fef' all aethaFii!ed steek iB C*eess ef ten- theesaad dellaPS;- aB additiaaal fee ef eae OOllaF ten- eeBts JlCF- thaesaad. Sheuld &By eeFpaFatieB ineFease it& eapital steek;- it shall Jl&Y te the seeFetaFy ef state a FeeaFdiag fee ef fifty eeBts peP page aBd iB additiaa a fee whieh iB ease ef eaFpaFatiaas existiag fef' a peF-ied ef yeaPe shall be eae OOllaF peP thausaad ef Stieh iBeFease aBd iB ease ef eaFpaFatieas empeweFed te ~ peFpetually shall be eae OOllaF aBd ten- eeBts peP thaesaad ef Stieh ineFease. ~fee&,~ the FeeaFdiag fee&, FeEJeiFed by this seetieft te be Jlllid-;- shall oot, be eelleeted fF&m a eaFpeFatiaa aFgaBii!ed fef' the puFpase ef eaFFyiag iBte effeet a plaB ef FeeF- gaBiilatiea appFe•:ed iB haakFeptey pFeeeediags \:HlElep the laws ef the YBited States eP iB a geaeFal ~ FeeeiveFship iB a eooFt ef eampetent juFisdietiaa, fef' the peF-ied mliil the tePmi- B&tioo ef the time fef' whieh Stieh fee& were pa-id by the eaFpaFatiaB se FeaFgaaii!ed.

Sec. 11. Section 491.111, subsection 2, paragraph b, Code 1993, is amended to read as follows: b. The appointment of a resident agent as provided for in section 494.2,- sehseetiaa & 490.501.

Sec. 12. Section 492.9, Code 1993, is amended to read as follows: 492.9 CERTIFICATE OF ISSUANCE OF STOCK. It shall be the duty of every corporation, except corporations qualified under chapter 494

eP ehapteF 534, to file a certificate under oath with the secretary of state, within thirty days after the issuance of any capital stock, stating the date of issue, the amount issued, the sum received therefor, if payment be made in money, or the property or thing taken, if such be the method of payment. If the corporation fails to file said certificate of issuance of stock within the thirty-day period herein provided, it may thereafter file the same upon first paying to the secretary of state a penalty of ten dollars when the said certificate is offered for filing. Provided further that the penalty herein provided for is first paid and provided the said report contains the specific information required by this section as to the issuance of any capital stock not previously reported, then the first annual report filed by such corporation following such failure to comply with the provisions of this section, shall be received by the secretary of state as a compliance with this section.

Sec. 13. Section 495.1, Code 1993, is amended to read as follows: 495.1 CAPITAL STOCK AND PERMIT. Sections 492.5 to 492.9 aBd 494.1 te 494.M are hereby made applicable to any foreign corpo-

ration which directly or indirectly owns, uses, operates, controls, or is concerned in the opera- tion of any public gasworks, electric light plant, heating plant, waterworks, interurban or street railway located within the state, or the carrying on of any gas, electric light, electric power, heating business, waterworks, interurban or street railway business within the state, or that owns or controls, directly or indirectly, any of the capital stock of any corporation which owns, uses, operates or is concerned in the operation of any public gasworks, electric light plant, electric power plant, heating plant, waterworks, interurban or street railway located within the state, or any foreign corporation that exercises any control in any way or in any manner over any of said such works, plants, interurban or street railways or the business carried on

CH. 126 LAWS OF THE SEVENTY -FIFTH G.A., 1993 SESSION 246

by said such works, plants, interurban or street railways by or through the ownership of the capital stock of any corporation or corporations or in any other manner whatsoever, and the ownership, operation, or control of any such works, plants, interurban or street railways or the business carried on by any of such works or plants or the ownership or control of the capi- tal stock in any corporation owning or operating any of such works, plants, interurban or street railways by any foreign corporation in violation of the pPavisiaRs &f this chapter is hereby deelared te be unlawful.

Sec. 14. Section 495.5, Code 1993, is amended to read as follows: 495.5 VIOLATIONS - STOCK VOID. Shares of capital stock of any corporation owned or controlled in violation &f the pra·;isiaRs

of this chapter shall be void and the holder thePeef of such shares shall not be entitled to exer- cise the powers of a shareholder of said the corporation or permitted to participate in or be entitled to any of the benefits accruing to shareholders of said the corporation, aDd seetiaRs 494-.lB te 494.14 are hereby made applieable te vialatiaRs &f the pw;isiaRs &f this ehapter; aDd eeul'ts aDd jttpies shall eaRstPHe this. This chapter shall be construed so as to prevent evasion and to accomplish the intents and purposes thePeef of this chapter.

Sec. 15. Section 499.40, Code 1993, is amended by adding the following new subsection: NEW SUBSECTION. 8. The name and street address of the association's initial registered

agent.

Sec. 16. Section 499.45, subsection 4, Code 1993, is amended by striking the subsection.

Sec. 17. Section 499.49, unnumbered paragraph 1, Code 1993, is amended to read as follows: Each association shall, before April1 of each year, file a report with the secretary of state

on forms prescribed by the secretary, te be aeeampaRied by- the tHHH:lal- fee PeiJHiPed by- seetieft 499.49,- sHbseetiaR 4. Such report shall be signed by an officer of the association, or a receiver or trustee liquidating its affairs, and shall state:

Sec. 18. Section 499.54, Code 1993, is amended to read as follows: 499.54 FOREIGN ASSOCIATIONS. Any foreign corporation oowep hereafter organized under generally similar laws of any other

state shall be admitted to do business in Iowa upon compliance with the general laws relating to foreign corporations and payment of the same fees as would be required under section 494.4 were said 490.122 !f the foreign c<H>perative corporation~ a foreign corporation for profit seek- ing authority to transact business in Iowa under chapter 494 490. Upon the secretary of state being satisfied that Stteh the foreign corporation is so organized and has so complied, the secre- tary shall issue it a certificate authorizing it the foreign corporation to do business in Iowa.

Such ~foreign assaeiatieRs corporation thus admitted shall be entitled to all remedies provided in this chapter, and to enforce all contracts theretofore or thereafter made by it the foreign corporation which any association might make under this chapter.

If such ~ foreign corporation amends its articles it shall forthwith file a copy thePeef of the amendment with the secretary of state, certified by the secretary or other proper official of the state under whose laws it is formed, and shall pay the fees prescribed for amendments by section 494.9 490.122. Foreign corporations shall also file statements and pay fees other- wise prescribed by said section 494.9 490.122.

Sec. 19. NEW SECTION. 499.72 REGISTERED OFFICE AND REGISTERED AGENT. Each association must continuously maintain in this state both of the following: 1. A registered office that may be the same as any of its places of business. 2. A registered agent, who may be any of the following: a. An individual who resides in this state and whose business office is identical with the

registered office. b. A domestic corporation or not-for-profit domestic corporation whose business office is

identical with the registered office.

247 LAWS OF THE SEVENTY -FIFTH G.A., 1993 SESSION CH. 126

c. A foreign corporation or not-for-profit foreign corporation authorized to transact busi- ness in this state whose business office is identical with the registered office.

Sec. 20. NEW SECTION. 499.73 CHANGE OF REGISTERED OFFICE OR REGISTERED AGENT.

1. An association may change its registered office or registered agent by delivering to the secretary of state for filing a statement of change that sets forth all of the following:

a. The name of the association. b. The street address of its current registered office. c. If the current registered office is to be changed, the street address of the new registered

office. d. The name of its current registered agent. e. If the current registered agent is to be changed, the name of the new registered agent

and the new agent's written consent, either on the statement or attached to it, to the appointment.

f. That after the change or changes are made, the street addresses of its registered office and the business office of its registered agent will be identical.

2. If a registered agent changes the street address of the registered agent's business office, the registered agent may change the street address of the registered office of any association for which the person is the registered agent by notifying the association in writing of the change and signing, either manually or in facsimile, and delivering to the secretary of state for filing a statement that complies with the requirements of subsection 1 and recites that the associa- tion has been notified of the change.

3. If a registered agent changes the registered agent's business address to another place, the registered agent may change the business address and the address of the registered agent by filing a statement as required in subsection 2 for each association, or a single statement for all associations named in the notice, except that it need be signed only by the registered agent or agents and need not be responsive to subsection 1, paragraph "e", and must recite that a copy of the statement has been mailed to each association named in the notice.

4. An association may also appoint or change its registered office or registered agent in its annual report.

Sec. 21. NEW SECTION. 499.74 RESIGNATION OF REGISTERED AGENT. 1. A registered agent may resign the agent's agency appointment by signing and deliver-

ing to the secretary of state for filing the signed original and two exact or conformed copies of a statement of resignation. The statement may include a statement that the registered office is also discontinued.

2. After filing the statement the secretary of state shall mail one copy to the registered office, if not discontinued, and the other copy to the association at its principal office.

3. The agency appointment is terminated, and the registered office discontinued if so provided, on the thirty-first day after the date on which the statement was filed.

Sec. 22. NEW SECTION. 499.75 SERVICE ON ASSOCIATION. 1. An association's registered agent is the association's agent for service of process, notice,

or demand required or permitted by law to be served on the association. 2. If an association has no registered agent, or the agent cannot with reasonable diligence

be served, the association may be served by registered or certified mail, return receipt requested, addressed to the secretary of the association at its principal office. Service is per- fected under this subsection at the earliest of any of the following:

a. The date the association receives the mail. b. The date shown on the return receipt, if signed on behalf of the association. c. Five days after its deposit in the United States mail, as evidenced by the postmark, if

mailed postpaid and correctly addressed. 3. This section does not prescribe the only means, or necessarily the required means, of serv-

ing an association.

CH. 126 LAWS OF THE SEVENTY -FIFTH G.A., 1993 SESSION 248

Sec. 23. NEW SECTION. 499.76 GROUNDS FOR ADMINISTRATIVE DISSOLUTION. The secretary of state may commence a proceeding under section 499.77 to administratively

dissolve an association if any of the following apply: 1. The association does not pay within sixty days after they are due any franchise taxes

or penalties imposed by this chapter or other law. 2. The association has not delivered an annual report to the secretary of state in a form

that meets the requirements of section 499.49, within sixty days after it is due. 3. The association is without a registered agent or registered office in this state for sixty

days or more. 4. The association does not notify the secretary of state within sixty days that its registered

agent or registered office has been changed, that its registered agent has resigned, or that its registered office has been discontinued.

5. The association's period of duration stated in its articles of incorporation expires.

Sec. 24. NEW SECTION. 499.77 PROCEDURE FOR AND EFFECT OF ADMINISTRA- TIVE DISSOLUTION.

1. If the secretary of state determines that one or more grounds exist under section 499.76 for dissolving an association, the secretary of state shall serve the association by ordinary mail with written notice of the secretary of state's determination pursuant to section 499.75.

2. If the association does not correct each ground for dissolution or demonstrate to the reasonable satisfaction of the secretary of state that each ground determined by the secretary of state does not exist within sixty days after service of the notice is perfected pursuant to section 499.75, the secretary of state shall administratively dissolve the association by signing a certificate of dissolution that recites the ground or grounds for dissolution and its effective date. The secretary of state shall file the original of the certificate and serve a copy on the association pursuant to section 499.75.

3. An association administratively dissolved continues its existence but shall not carry on any business except that necessary to wind up and liquidate its business and affairs and notify claimants.

4. The administrative dissolution of an association does not terminate the authority of its registered agent.

Sec. 25. NEW SECTION. 499.78 REINSTATEMENT FOLLOWING ADMINISTRATIVE DISSOLUTION.

1. An association administratively dissolved under section 499.77 may apply to the secre- tary of state for reinstatement within two years after the effective date of dissolution. The application must meet all of the following requirements:

a. Recite the name of the association 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.

2. 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 cer- tificate of dissolution and prepare a certificate of reinstatement that recites the secretary of state's determination and the effective date of reinstatement, file the original of the certifi- cate, and serve a copy on the association pursuant to section 499.75.

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.

Sec. 26. NEW SECTION. 499.78A APPEAL FROM DENIAL OF REINSTATEMENT. 1. If the secretary of state denies an association's application for reinstatement following

administrative dissolution, the secretary of state shall serve the association pursuant to sec- tion 499.75 with a written notice that explains the reason or reasons for denial.

249 LAWS OF THE SEVENTY-FIFTH G.A., 1993 SESSION CH. 126

2. The association may appeal the denial of reinstatement to the district court within thirty days after service of the notice of denial is perfected. The association appeals by petitioning the court to set aside the dissolution and attaching to the petition copies of the secretary of state's certificate of dissolution, the association's application for reinstatement, and the secre- tary of state's notice of denial.

3. The court may summarily order the secretary of state to reinstate the dissolved associa- tion or may take other action the court considers appropriate.

4. The court's final decision may be appealed as in other civil proceedings.

Sec. 27. Section 504A.87, Code 1993, is amended by striking the section and inserting in lieu thereof the following:

504A.87 GROUNDS FOR ADMINISTRATIVE DISSOLUTION. The secretary of state may commence a proceeding under section 504A.87 A to administra-

tively dissolve a corporation if any of the following apply: 1. The corporation does not pay within sixty days after they are due any franchise taxes

or penalties imposed by this chapter or other law. 2. The corporation has not delivered an annual report to the secretary of state in a form

that meets the requirements of section 504A.83, within sixty days after it is due. 3. The corporation is without a registered agent or registered office in this state for sixty

days or more. 4. The corporation does not notify the secretary of state within sixty days that its registered

agent or registered office has been changed, that its registered agent has resigned, or that its registered office has been discontinued.

5. The corporation's period of duration stated in its articles of incorporation expires.

Sec. 28. NEW.SECTION. 504A.87A PROCEDURE FOR AND EFFECT OF ADMINIS- TRATIVE DISSOLUTION.

1. If the secretary of state determines that one or more grounds exist under section 504A.87 for dissolving a corporation the secretary of state shall serve the corporation by ordinary mail with written notice of the secretary of state's determination.

2. If the corporation does not correct each ground for dissolution or demonstrate to the reasonable satisfaction of the secretary of state that each ground determined by the secretary of state does not exist within sixty days after the date of the notice, the secretary of state shall administratively dissolve the corporation by signing a certificate of dissolution that recites the ground or grounds for dissolution and its effective date. The secretary of state shall file the original of the certificate and serve a copy on the corporation.

3. A corporation administratively dissolved continues its existence but shall not carry on any business except that necessary to wind up and liquidate its business and affairs and notify claimants.

4. The administrative dissolution of a corporation does not terminate the authority of its registered agent.

Sec. 29. NEW SECTION. 504A.87B REINSTATEMENT FOLLOWING ADMINISTRA- TIVE DISSOLUTION.

1. A corporation administratively dissolved under section 504A.87 A may apply to the secre- tary of state for reinstatement within two years after the effective date of dissolution. The application must meet all of the following requirements:

a. Recite 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.

2. 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 cer- tificate of dissolution and prepare a certificate of reinstatement that recites the secretary of

CH. 126 LAWS OF THE SEVENTY -FIFTH G.A., 1993 SESSION 250

state's determination and the effective date of reinstatement, file the original of the certifi- cate, and serve a copy on the corporation.

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.

Sec. 30. NEW SECTION. 504A.87C APPEAL FROM DENIAL OF REINSTATEMENT. 1. If the secretary of state denies a corporation's application for reinstatement following

administrative dissolution, the secretary of state shall serve the corporation with a written notice that explains the reason or reasons for denial.

2. The corporation may appeal the denial of reinstatement to the district court within thirty days after service of the notice of denial is perfected. The corporation appeals by petitioning the court to set aside the dissolution and attaching to the petition copies of the secretary of state's certificate of dissolution, the corporation's application for reinstatement, and the secre- tary of state's notice of denial.

3. The court may summarily order the secretary of state to reinstate the dissolved corpora- tion or may take other action the court considers appropriate.

4. The court's final decision may be appealed as in other civil proceedings.

Sec. 31. Section 554.9402, subsection 4, Code 1993, is amended to read as follows: 4. Except as provided in this subsection, a financing statement may be amended by filing

a writing signed by both the debtor and the secured party. However, an amendment is suffi- cient when it is signed only by the secured party if it is filed to show a change of the name of the secured party! the address of the secured party, or both. An amendment showing only a change of the name of the secured party! the address of the secured ~ or both, shall be filed without fee. The secretary of state may adopt rules for the change of! secured party's name or address on multiple financing statements !!I use of ! single amendment, including !!_reasonable fee for processing of the amendment. An amendment does not extend the period of effectiveness of a financing statement. If any amendment adds collateral, it is effective as to the added collateral only from the filing date of the amendment. In this Article, unless the context otherwise requires, the term "financing statement" means the original financing state- ment and any amendments.

Sec. 32. Section 554.9403, subsection 5, paragraph a, Code 1993, is amended to read as follows: a. Ten dollars for an original financing statement if the statement is in the standard form

prescribed by the secretary of state, and otherwise twelve dollars. However,!! the original financing statement ~ filed electronically in the office of the secretary of state, the fee shall be eight dollars !! the statement~ in the standard form prescribed !!I the secretary of state, and otherwise twelve dollars.

Sec. 33. Section 554.9405, Code 1993, is amended by adding the following new subsection: NEW SUBSECTION. 4. The filing fee for an assignment filed electronically in the office

of the secretary of state is eight dollars if the statement is in the standard form, and other- wise ten dollars.

Sec. 34. Section 554.9406, Code 1993, is amended by adding the following new unnumbered paragraph:

NEW UNNUMBERED PARAGRAPH. The filing fee for a release of collateral filed elec- tronically in the office of the secretary of state is eight dollars if the statement is in the stan- dard form, and otherwise ten dollars.

Sec. 35. Sections 491.12, 491.30, 491.31, 499.51, and 499.52, Code 1993, are repealed.

Sec. 36. Chapter 494, Code 1993, is repealed.

Approved May 12, 1993

251 LAWS OF THE SEVENTY -FIFTH G.A., 1993 SESSION CH. 127

CHAPTER 127 SCHOOL ADMINISTRATION, ACCREDITATION, AND RELATED MATTERS

H.F. 457

AN ACT relating to school administration, accreditation, finance, transportation, and provid- ing effective and applicability dates.

Be It Enacted by the General Assembly of the State of Iowa:

Section 1. Section 256.11, subsection 10, unnumbered paragraph 2, Code 1993, is amended by striking the paragraph and inserting in lieu thereof the following:

Phase I shall consist of annual monitoring by the department of education of all accredited schools and school districts for compliance with accreditation standards adopted by the state board of education as provided in this section. The phase I monitoring requires that accredited schools and school districts annually complete accreditation compliance forms adopted by the state board and file them with the department of education. Phase I monitoring requires a comprehensive desk audit of all accredited schools and school districts including review of accreditation compliance forms, accreditation visit reports, methods of administration reports, and reports submitted in compliance with sections 280.12 and 280.18.

The department shall conduct site visits to schools and school districts to address accredita- tion issues identified in the desk audit. Such a visit may be conducted by an individual depart- mental consultant or may be a comprehensive site visit by a team of departmental consultants and other educational professionals. The purpose of a comprehensive site visit is to determine that a district is in compliance with minimum standards and to provide a general assessment of educational practices in a school or school district and make recommendations with regard to the visit finding_s for the purposes of improving educational practices above the level of mini- mum compliance. The department shall establish a long-term schedule of site visits that includes visits of all accredited schools and school districts at least once every five years.

Sec. 2. Section 256.11, subsection 12, Code 1993, is amended to read as follows: 12. During the period of time specified in the plan for its implementation by a school dis-

trict or non public school, the seheeleP school district or school remains accredited. The accredi- tation committee shall revisit the school district or non public school and shall determine whether the deficiencies in the standards have been corrected and shall make a report and recommen- dation to the director and the state board. The committee recommendation shall specify whether the school district or school shall remain accredited or under what conditions the district may remain accredited. The conditions may include, but are not limited to, providing temporary oversight authority, operational authority, or both oversight and operational authority to the director and the state board for some or all aspects of the school district operation, in order to bring the school district into compliance with minimum standards. The state board shall review the report and recommendation, may request additional information, and shall deter- mine whether the deficiencies have been corrected. If the deficiencies have not been corrected, and the conditional accreditation alternatives contained in the report are not mutually accept- able to the local board and the state board, the state board shall merge the territory of the school district with one or more contiguous school districts at the end of the school year. Divi- sion of assets and liabilities of the school district shall be as provided in sections 275.29 through 275.31. Until the merger is completed, and subject to~ decision !!I the state board of educa- tion, the school district shall pay tuition for its resident students to an accredited school dis- trict under section 282.24. However, in lieu ~merger and payment of tuition !!I~ nonaccredited school district, the state board may place ~ district under receivership for the remainder of the school year. The receivership shall be under the direct supervision and authority of the director. The decision of whether to merge the school district and require payment of tuition for the district's students or to place the district under receivership shall be based upon ~ determination !!I the state board of the best interests of the students, parents, residents of