2011 Utah Code
Title 48 Partnership
Chapter 3 Utah Revised Uniform Limited Liability Company Act
Section 202 (Effective 07/01/12) Amendment or restatement of certificate of organization.

48-3-202 (Effective 07/01/12). Amendment or restatement of certificate of organization.
(1) A certificate of organization may be amended or restated at any time, except that in accordance with Section 48-3-1303, a low-profit limited liability company shall amend its certificate of organization if the limited liability company ceases to be a low-profit limited liability company.
(2) To amend its certificate of organization, a limited liability company must deliver to the division for filing an amendment stating:
(a) the name of the limited liability company;
(b) the date of filing of its certificate of organization; and
(c) the changes the amendment makes to the certificate as most recently amended or restated.
(3) To restate its certificate of organization, a limited liability company must deliver to the division for filing a restatement, designated as such in its heading, stating:
(a) in the heading or an introductory paragraph, the limited liability company's present name and the date of the filing of the limited liability company's initial certificate of organization;
(b) if the limited liability company's name has been changed at any time since the limited liability company's formation, each of the limited liability company's former names; and
(c) the changes the restatement makes to the certificate as most recently amended or restated.
(4) Subject to Subsections 48-3-112(3) and 48-3-205(3), an amendment to or restatement of a certificate of organization is effective when filed by the division.
(5) If a member of a member-managed limited liability company, or a manager of a manager-managed limited liability company, knows that any information in a filed certificate of organization was inaccurate when the certificate was filed or has become inaccurate owing to changed circumstances, the member or manager shall promptly:
(a) cause the certificate to be amended; or
(b) if appropriate, deliver to the division for filing a statement of change under Section 16-17-206 or a statement of correction under Section 48-3-206.

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