There is a newer version of the Utah Code
2010 Utah Code
Title 48 - Partnership
Chapter 02c - Utah Revised Limited Liability Company Act
- 48-2c-101 - Title.
- 48-2c-102 - Definitions.
- 48-2c-103 - Application of partnership provisions.
- 48-2c-104 - Separate legal entity.
- 48-2c-105 - Purpose.
- 48-2c-106 - Name -- Exclusive right.
- 48-2c-107 - Limited liability company name -- Limited rights.
- 48-2c-108 - Reservation of name.
- 48-2c-109 - Transaction of business outside state.
- 48-2c-110 - Powers.
- 48-2c-113 - Inspection of records by members and managers.
- 48-2c-114 - Scope of inspection right.
- 48-2c-115 - Court-ordered inspection.
- 48-2c-116 - Member or manager as a party to proceedings.
- 48-2c-118 - Waiver of notice.
- 48-2c-119 - Transaction of members or managers with company.
- 48-2c-120 - Articles of organization and operating agreement.
- 48-2c-121 - Scope of notice.
- 48-2c-122 - Statement of person named as manager or member.
- 48-2c-201 - Place for filings.
- 48-2c-202 - Record of filings.
- 48-2c-203 - Annual report.
- 48-2c-204 - Signing of documents filed with division.
- 48-2c-205 - Penalty for signing false documents.
- 48-2c-206 - Powers of the division.
- 48-2c-207 - Filing requirements.
- 48-2c-208 - Effective time and date of filed documents.
- 48-2c-209 - Correcting filed documents.
- 48-2c-210 - Filing duty of division.
- 48-2c-211 - Appeal from division's refusal to file document.
- 48-2c-212 - Evidentiary effect of copy of filed document.
- 48-2c-213 - Certificates issued by the division.
- 48-2c-214 - Fees.
- 48-2c-305 - Director of division as agent for service of process -- Records of process served.
- 48-2c-309 - Service on withdrawn foreign company.
- 48-2c-311 - Venue for action against foreign company.
- 48-2c-401 - Organizer.
- 48-2c-402 - Formation of company.
- 48-2c-403 - Articles of organization.
- 48-2c-404 - Prefiling activities.
- 48-2c-405 - When amendment to articles of organization required.
- 48-2c-406 - Actions not requiring amendment.
- 48-2c-407 - Authority to amend articles of organization.
- 48-2c-408 - Certificate of amendment to articles of organization.
- 48-2c-409 - Restated articles of organization.
- 48-2c-410 - Transfer to other jurisdiction.
- 48-2c-411 - Domestication of foreign company.
- 48-2c-412 - Low-profit limited liability company.
- 48-2c-501 - Initial agreement.
- 48-2c-502 - General rules for operating agreements.
- 48-2c-503 - Timing.
- 48-2c-504 - Operating agreement for a one-member company.
- 48-2c-505 - Interpretation and enforcement.
- 48-2c-506 - Amendment.
- 48-2c-601 - General rule.
- 48-2c-602 - Exceptions to limited liability.
- 48-2c-603 - Waiver of exceptions to limited liability.
- 48-2c-604 - Waiver of protection of limited liability.
- 48-2c-605 - No formalities required to maintain limited liability.
- 48-2c-606 - Series of members, managers, or limited liability company interests.
- 48-2c-607 - Notice of series -- Articles of organization.
- 48-2c-608 - Agreement to be liable.
- 48-2c-609 - Series related provisions in operating agreement.
- 48-2c-610 - Management of a series.
- 48-2c-611 - Distributions concerning a series.
- 48-2c-612 - Member removal from a series -- Effect.
- 48-2c-613 - Termination of series.
- 48-2c-614 - Court-decreed termination of series.
- 48-2c-615 - Participation in winding up.
- 48-2c-616 - Foreign limited liability company -- Series.
- 48-2c-701 - Nature of member interest.
- 48-2c-702 - Initial members.
- 48-2c-703 - Additional members.
- 48-2c-704 - Meetings of members.
- 48-2c-705 - Voting.
- 48-2c-706 - Action by members without a meeting.
- 48-2c-707 - Classes of members.
- 48-2c-708 - Cessation of membership.
- 48-2c-709 - Withdrawal of a member.
- 48-2c-710 - Expulsion of a member.
- 48-2c-801 - Management structure.
- 48-2c-802 - Agency authority of members and managers.
- 48-2c-803 - Management by members.
- 48-2c-803.1 - Individual profits interest.
- 48-2c-804 - Management by managers.
- 48-2c-805 - Delegation of authority and power to manage.
- 48-2c-806 - Reliance by member or manager on reports and information.
- 48-2c-807 - Duties of managers and members.
- 48-2c-808 - Actions by multiple managers.
- 48-2c-809 - Removal by judicial proceeding.
- 48-2c-901 - Form of contribution.
- 48-2c-902 - Assessments for additional contributions.
- 48-2c-903 - Capital accounts.
- 48-2c-904 - Valuation of member's interest in the company.
- 48-2c-905 - Redemption of interest.
- 48-2c-906 - Allocation of profits and losses.
- 48-2c-1001 - Allocation of current distributions.
- 48-2c-1002 - Timing of distributions.
- 48-2c-1003 - Liquidating distributions.
- 48-2c-1004 - Right to distributions.
- 48-2c-1005 - Limitations on distributions.
- 48-2c-1006 - Duty to return wrongful distributions.
- 48-2c-1007 - Distribution in kind.
- 48-2c-1008 - Unclaimed distributions.
- 48-2c-1101 - Assignment of interests.
- 48-2c-1102 - Rights of assignee.
- 48-2c-1103 - Rights of creditor of member.
- 48-2c-1104 - Right of assignee to become member.
- 48-2c-1105 - Liability of assignor continues.
- 48-2c-1106 - Invalid transfers.
- 48-2c-1201 - Events of dissolution.
- 48-2c-1202 - Voluntary cancellation of certificate.
- 48-2c-1203 - Effect of dissolution.
- 48-2c-1204 - Articles of dissolution.
- 48-2c-1205 - Revocation of voluntary dissolution.
- 48-2c-1206 - Grounds for administrative dissolution.
- 48-2c-1207 - Procedure for and effect of administrative dissolution.
- 48-2c-1208 - Reinstatement following administrative dissolution.
- 48-2c-1209 - Appeal from denial of reinstatement.
- 48-2c-1210 - Grounds for judicial dissolution.
- 48-2c-1211 - Procedure for judicial dissolution.
- 48-2c-1212 - Receivership or custodianship.
- 48-2c-1213 - Decree of dissolution.
- 48-2c-1214 - Election to purchase in lieu of dissolution.
- 48-2c-1301 - Winding up defined.
- 48-2c-1302 - Powers of company in winding up.
- 48-2c-1303 - Persons authorized to wind up.
- 48-2c-1304 - Payment of claims and obligations.
- 48-2c-1305 - Disposition of known claims by notification.
- 48-2c-1306 - Disposition of claims by publication.
- 48-2c-1307 - Enforcement of claims against dissolved company in winding up.
- 48-2c-1308 - Distribution of assets on winding up.
- 48-2c-1309 - Deposit with state treasurer.
- 48-2c-1401 - Conversion of certain entities to a domestic company.
- 48-2c-1402 - Articles of conversion.
- 48-2c-1403 - Effect of conversion.
- 48-2c-1404 - Approval of conversion.
- 48-2c-1405 - No limitation on other changes.
- 48-2c-1406 - Approval of company conversion to other entity.
- 48-2c-1407 - Merger.
- 48-2c-1408 - Approval of merger.
- 48-2c-1409 - Articles of merger.
- 48-2c-1410 - Effect of merger.
- 48-2c-1411 - Conversion or merger of a low-profit limited liability company.
- 48-2c-1501 - Purpose of Part 15.
- 48-2c-1502 - Definitions.
- 48-2c-1503 - Rendering professional services.
- 48-2c-1504 - No limits on regulating board.
- 48-2c-1505 - Name limitations.
- 48-2c-1506 - Activity limitations.
- 48-2c-1507 - Limit of one profession.
- 48-2c-1508 - Members and managers restricted to professionals.
- 48-2c-1509 - Additional requirements for articles of organization.
- 48-2c-1510 - Restrictions on transfers by members.
- 48-2c-1511 - Purchase of interest upon death, incapacity, or disqualification of members.
- 48-2c-1512 - Conversion to nonprofessional company.
- 48-2c-1513 - Application of Part 15.
- 48-2c-1601 - Law governing foreign companies.
- 48-2c-1602 - Authority to transact business required.
- 48-2c-1603 - Consequences of transacting business without authority.
- 48-2c-1604 - Application for authority to transact business.
- 48-2c-1605 - Amended application for authority to transact business.
- 48-2c-1606 - Effect of filing an application for authority to transact business.
- 48-2c-1607 - Company name and assumed company name of foreign company.
- 48-2c-1608 - Registered name of foreign company.
- 48-2c-1609 - Amendment of articles of organization of foreign company.
- 48-2c-1610 - Merger of foreign company authorized to transact business in this state.
- 48-2c-1611 - Withdrawal of foreign company.
- 48-2c-1612 - Grounds for revocation.
- 48-2c-1613 - Procedure for and effect of revocation.
- 48-2c-1614 - Appeal from revocation.
- 48-2c-1615 - Actions to restrain transaction of business in state.
- 48-2c-1701 - Right of action.
- 48-2c-1702 - Proper plaintiff.
- 48-2c-1703 - Pleading.
- 48-2c-1704 - Stay of proceedings.
- 48-2c-1705 - Expenses.
- 48-2c-1706 - Security and costs.
- 48-2c-1801 - Definitions.
- 48-2c-1802 - Authority to indemnify.
- 48-2c-1803 - Mandatory indemnification of managers.
- 48-2c-1804 - Advancement of expenses.
- 48-2c-1805 - Court-ordered indemnification.
- 48-2c-1806 - Determination and authorization of indemnification.
- 48-2c-1807 - Indemnification of members, employees, fiduciaries, and agents.
- 48-2c-1808 - Insurance.
- 48-2c-1809 - Limitations on indemnification.
- 48-2c-1901 - Legislative intent -- Freedom of contract.
- 48-2c-1902 - Transitional provisions.
Disclaimer: These codes may not be the most recent version. Utah may have more current or accurate information. We make no warranties or guarantees about the accuracy, completeness, or adequacy of the information contained on this site or the information linked to on the state site. Please check official sources.
This site is protected by reCAPTCHA and the Google
Privacy Policy and
Terms of Service apply.