Rule 1.204.Foreign corporations
Division II: Actions, Joinder of Actions and Parties · Last amended February 15, 2002 · Last verified July 15, 2026
Full Text of Rule 1.204
Plain-English Summary
Rule 1.204 is short, but it settles a question that could otherwise generate needless disputes over capacity to sue. A corporation formed outside Iowa is not barred from Iowa's courts because of where it was organized. It may sue, and be sued, in its own corporate name, the same way a domestic corporation would appear in a case caption.
The one limit built into the rule is statutory. If a particular Iowa statute prohibits a foreign corporation from suing or being sued under certain circumstances, that statute controls over this general permission. Absent such a prohibition, the corporate name is enough to identify the party correctly, without needing to unpack where the corporation was chartered or where its principal operations are located.
Frequently Asked Questions
Can an out-of-state corporation be sued in Iowa under its own name?
Yes. Rule 1.204 allows foreign corporations to sue and be sued in their corporate name, just as an Iowa corporation would be.
Are there any limits on a foreign corporation's ability to sue in Iowa?
Yes, one: the rule yields to any statute that specifically prohibits a foreign corporation from suing or being sued under particular circumstances.
Do I need to name individual officers of a foreign corporation instead of the company itself?
No. Rule 1.204 lets the corporate name serve as the proper party name for a foreign corporation, the same way it would for a domestic one.
Does Rule 1.204 require a foreign corporation to be registered to do business in Iowa before it can sue?
The rule itself does not impose a registration requirement; it addresses capacity to sue and be sued under the corporate name. Any separate registration requirement would come from a different statute, not from this rule.
What does 'foreign corporation' mean in this rule?
It means a corporation organized under the laws of a jurisdiction other than Iowa, as distinguished from a domestic corporation organized under Iowa law.