If you own a closely held corporation, you likely know all too well the burden and annoyance that can result from being required to maintain years of corporate records. If you find yourself with an excessive number of records, purging some may be a great way to reorganize your office and maintain a user-friendly filing system. If you are considering a clean out of corporate records, there are several state laws that you should consider.

Iowa Business Code requires that a corporation keeps some records permanently. Although this may seem like an excessive hassle, these records serve the purpose of outlining and evidencing corporate decisions and structure. Records that must be maintained permanently are minutes of all shareholders and board of directors’ meetings, all actions taken by the shareholders or board of directors without a meeting, and all actions taken by a committee of the board of directors in place of the board of directors on behalf of the corporation.

Other current records must be maintained at all times, but previous versions may be discarded. This includes current accounting records, lists of shareholders, articles of incorporations, bylaws, resolutions, and all written communications to shareholders generally within the past three years. These records should be maintained at the corporation’s principal office in a form that may be converted into a paper form within a reasonable time. Although these records may be disposed of, you should be careful to not over purge and lose records that are necessary to corporate business.

The attorneys at Simpson, Jensen, Abels, Fisher & Bouslog, P.C. are experienced in handling complex business issues. Contact us at (515) 288-5000to discuss cleaning out your corporate records.

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