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Limited Liability Partnership

A Limited Liability Partnership (LLP) is a business relationship in which one partner is not responsible for the negligent acts committed by another partner or by the employees not under that partner's supervision. A Limited Liability Partnership is essentially a General Partnership, but each partner is not liable for certain acts of other partners. A LLP also limits the personal liability of a partner for the errors, omissions, incompetence, or negligence of the partnership's employees or other agents. State laws vary regarding LLP's and only about half of the states recognize them. Each of the partners (there can be more than 2) shares in the profits and shares in the debts of the LLP, including losses, unless the partner is a limited partner. A LLP is considered an association of co-owners for tax purposes, and each co-owner is taxed on his or her proportional share of the LLP profits.

You are always encouraged to consult an attorney to ensure appropriate consideration of all the legal implications of your choice of entity and filing. We stress that this filing website is not intended to substitute nor replace the advice of legal counsel.

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Frequently Asked Questions
    You can register a Limited Liability Partnership online or within our office via in person, the mail, fax, or email. The online process is quick and easy and the business entity will be registered within 24 hours.

    If you wish to register your Limited Liability Partnership in-house you can use the application for a Domestic LLP or if you wish to file a Foreign LLP you can use the Foreign Registration Statement. This can take up to 7 business days before it is processed.
    You can renew a Limited Liability Partnership by renewing online. You will need to have the entity number and Renewal ID in order to renew online. If you do not have those items, you may contact our office.
    You can make changes to or update a Limited Liability Partnership online. The changes that you make here will be updated within 1 business day. You will need your Applicant ID and entity number. If you do not have those items, you may contact our office. You may also obtain the Applicant ID on the website, you will just need to provide a valid email address.
    You can obtain copies/certificates of a Limited Liability Partnership by doing a Business Entity Search, then finding the entity you are looking for, then you click on the details of that entity.

    While you are looking at the details of that entity, at the bottom of the screen you have 3 options: Search for Images is the 1st option. You will need to click that button in order to search for any scanned images of that entity. The images will be emailed to an email account.

    While you are in the details page of the business entity, you have the 2nd option of ordering a certificate of existence by clicking on the Purchase Certificate of Existence Button.

    If you don't wish to order the images online, then you will need to order them inhouse which can be done in person, in writing or by fax or email. If you make a written request you may use our order form. Written requests for copies/certificates may take up to 7 business days. You may view more information concerning ordering documents.
    You can find out who the principals are of a Limited Liability Partnership by doing a Business Entity Search, then finding the entity you are looking for, then you click on the details of that entity. While you are looking at the details of that entity, at the bottom of the screen you have 3 options: Access Principal Information is the 3rd option. You will need to click that button in order to view the principals of that entity.

    You may also do a Registered Principal Search. If you don't want to view the principals via the website, then you may contact our office for that information.
    You can find out if the name you want to use for a Limited Liability Partnership is available by doing a business name availability search. You may also contact our office to verify that the name you want to use is available.

    You may also conduct a business entity search to see if there are other business entities that are already registered that may have a name similar to the name that you wish to use.

    Please note that although a name may appear to be available nothing is final until the Division of Corporations and Commercial Code approves the business filing.

    You can not reinstate an expired Limited Liability Partnership, however, you may refile a new Limited Liability Partnership Application.
    Limited Liability Partnerships do not have a delinquent status.

    If a Limited Liability Partnership is expired, you will need to refile a new Limited Liability Partnership Application.

Online Services
Register a new LLP
Renew a LLP
Make Changes to a LLP
Order Copies for a LLP
Purchase a Certificate of Existence for a LLP
  Laws
• Utah Code - Title 48-1d -- Utah Uniform Partnership Act

Forms (may not be handwritten)
Application for Domestic Limited Liability Partnership
Foreign Registration Statement for Limited Liability Partnership
Domestic Limited Liability Partnership Cancellation Form
Withdrawal of Registration of a Foreign LLP
Amendment of Domestic Limited Liability Partnership
Amendment of Foreign Limited Liability Partnership
Articles/Statement of Conversion (Domestic)
Statement of Merger
Transfer of Registration (Foreign)
Articles/Statement of Correction
Resignation Letter
Cover Letter

Guide Sheets
Instructions for filing Application for Limited Liability Partnership
Instructions for filing Application of Foreign Limited Liability Partnership

Misc. Information & Websites
What Constitutes "Doing Business" in Utah?
Who Must Register with the Utah Department of Commerce?
Why Register Your Business?
Utah Business Licensing & Registration Guide
How to Start a Business in Utah
Business Name Information
Tips for New Business Registrations
Business Information Website
Service of Process Information
Links to other websites
International Association of Corporation Administrators (IACA)
Workers Compensation Information
Local Business Licensing Offices

 

160 E. 300 S. 2nd Floor   Salt Lake City, UT 84111   •   Phone: 801-530-4849   •   Toll-Free: 1-877-526-3994   •   Fax: 801-530-6438   •   E-mail: corpucc@utah.gov