2011 Utah Code
Title 48 Partnership
Chapter 3 Utah Revised Uniform Limited Liability Company Act
Section 801 (Effective 07/01/12) Governing law.

48-3-801 (Effective 07/01/12). Governing law.
(1) The law of the state or other jurisdiction under which a foreign limited liability company is formed governs:
(a) the internal affairs of the limited liability company; and
(b) the liability of a member as member and a manager as manager for the debts, obligations, or other liabilities of the limited liability company.
(2) A foreign limited liability company may not be denied a certificate of authority by reason of any difference between the law of the jurisdiction under which the limited liability company is formed and the law of this state.
(3) A certificate of authority does not authorize a foreign limited liability company to engage in any business or exercise any power that a limited liability company may not engage in or exercise in this state.
(4) (a) The division may permit a tribal limited liability company to apply for authority to transact business in the state in the same manner as a foreign company formed in another state.
(b) If a tribal limited liability company elects to apply for authority to transact business in the state, for purposes of this chapter, the tribal limited liability company shall be treated in the same manner as a foreign company formed under the laws of another state.