Utah Code » Title 48, Chapter 3a — Utah Revised Uniform Limited Liability Company Act; part 48-3a-2 — Formation -- Certificate of Organization and Other Filings
Utah Code

Utah Code § 48-3a-201 (2026)

Formation of limited liability company -- Certificate of organization

✓ current as of May 2026
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10/1/2026

One or more persons may act as organizers to form a limited liability company by delivering to the division for filing a certificate of organization.
A certificate of organization must state:
the name of the limited liability company, which must comply with Section 48-3a-108;
the street and mailing address of the limited liability company's principal office;
the information required by Subsection 16-17-203(1);
if the limited liability company is a low-profit limited liability company, a statement that the limited liability company is a low-profit limited liability company;
if the limited liability company is a professional services company, the information required by Section 48-3a-1103; and
if the limited liability company is to have one or more series in which the liabilities of the series are to be limited as contemplated by Subsection 48-3a-1201(2), notice of the limitation on liability in accordance with Section 48-3a-1202.
A certificate of organization may contain statements as to matters other than those required by Subsection (2), but may not vary or otherwise affect the provisions specified in Subsection 48-3a-112(3) in a manner inconsistent with that section. However, a statement in a certificate of organization is not effective as a statement of authority.
A limited liability company is formed when the limited liability company's certificate of organization becomes effective and at least one person becomes a member.
Notes of Decisions
Cited in 1 case (1 in the last 5 years), 2021–2021 · leading case: Hardy v. Sagacious Grace, 2021 UT App 23 (Utah Ct. App. 2021).
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Hardy v. Sagacious Grace, 2021 UT App 23 (Utah Ct. App. 2021). “Ross ha[d] executed documents in the last five years on behalf” of SG, Mower replied, “None, to my knowledge.”
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