Iowa Quitclaim Deed (Partnership or Limited Partnership Grantor)

A quitclaim deed promises nothing about the title it moves. Out of an Iowa partnership it still carries one promise, and it belongs to the signer rather than the partnership: Iowa Code section 558.72 attaches a warranty to the individual who executes an entity's transfer instrument. This deed leaves that warranty standing, and recites one grantor: a partnership, limited liability partnership, limited partnership, or limited liability limited partnership.

The promise the signer makes when a partnership conveys

Section 558.72 reaches the chapter 486A partnerships and the chapter 488 limited partnerships, foreign ones included. An instrument transferring an Iowa real estate interest by such an entity carries a warranty from the person executing it: that the entity is in existence, that it duly authorized the signer, that the signer has legal capacity, and that the signer knows of no facts or claims that might impair the transfer's validity. An instrument may provide to the contrary only clearly and conspicuously, which puts a loose warranty sentence at risk on an entity quitclaim. Section 10 settles the point: title is not warranted, and the section 558.72 warranty is neither limited nor negated. Iowa Code section 614.14A adds the clock, barring an adverse claim two years after recording while excluding a claim that the entity transferred a greater interest than it legally could, the question a quitclaim leaves open.

Two partnership acts, two answers to the signature question

Section 2 records the authority behind the conveyance, whose source moves with the partnership type. Iowa Code section 486A.302 lets partnership property held in the partnership name be transferred by an instrument of transfer executed by a partner in the partnership name, subject to a statement of partnership authority. Under Iowa Code section 486A.303 a recorded certified copy of that filing makes a grant of such authority conclusive in favor of a person who gives value without knowledge to the contrary, while a recorded limitation binds everyone who is not a partner. A limited partnership answers to another chapter: section 488.402 makes each general partner an agent of the limited partnership for its activities, section 488.302 denies a limited partner any power as such to bind it, and chapter 488 has no statement of authority filing.

One partnership, one signature, one certificate

Exactly one grantor is recited, with the type of partnership and the jurisdiction of organization on their own lines. One signature line follows, for the partner, general partner, or other authorized person signing in the partnership name, above a printed name line and a title or capacity line. One certificate closes the deed, the representative capacity short form of Iowa Code section 9B.16, whose blank carries the signer's name, the authority, and the party on whose behalf the record was executed. No spousal relinquishment block prints: section 561.13 makes a married owner's homestead conveyance depend on the spouse's execution, and a partnership has no spouse and no homestead. Two partnerships, an individual grantor, a corporation, a limited liability company, a fiduciary signer, and a parcel held of record in individual partners' names fall outside this configuration. Records in this shape appear when a farm limited partnership sells ground at the end of its term, and when partners who bought each other out clear the partnership name from a title.

What passes, and the exceptions written for partnerships

The operative words follow Iowa Code section 558.19, whose verb is quitclaim and whose scope is all of the grantor's interest. A quit claim deed, or partnership quitclaim deed as it is also searched, says nothing about quality of title: mortgages, easements, assessments, and unpaid taxes ride along. Section 11 is the statement Iowa Code section 428A.4 recognizes when an excepted deed records without payment, and two grounds in section 428A.2 name partnerships: instruments resulting from a merger, consolidation, or reorganization, stated on the instrument's face, and deeds between a family partnership and its partners in the partnership's organization or dissolution. The example travels the taxable road: $88,500.00 of consideration produces $140.80 of tax. The first page keeps the three inch recorder band of Iowa Code section 331.606B, the preparer, taxpayer, and return blocks beneath it, and the no condition groundwater sentence of Iowa Code section 558.69 under the title.

Three files come with the purchase: the fillable blank deed, a completed example prepared as a Cerro Gordo County sale by an Iowa limited partnership, and a plain language guide covering each section, the signing, and the recording. The materials are informational and are not legal advice.