Domestic Series Limited Liability Company

A Domestic Series Limited Liability Company is formed by one or more individuals or entities through a special written agreement. The agreement details the organization of the LLC including: provisions for management, assignability of interests, and distribution of profits or losses.

A company statutorily authorized in certain states that is characterized by limited liability, management by members or managers, and limitations on ownerships transfer. A Domestic Series Limited Liability Company must have notice in a company's certificate of organization of the limitation on liabilities of a series, as required by Section 48-3a-1202, is sufficient whether or not the company has established any series at the time the notice is included in the certificate of organization.

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

New Registrations, Renewals, & Amendments

New entity registrations, name reservations, annual reports (renewals), or amendments.

Step 1: Have your UtahID account username and password ready.

If you do not have a UtahID, click here to create one.
Note: If you forgot your UtahID password or have difficulties creating a UtahID account, use the UtahID Help page or contact UtahID directly.

Step 2: Use your UtahID to log in to businessregistration.utah.gov .

Step 3: After logging in, use the upper left navigation menu on the dashboard and follow the instructions below.

Register a New Business: Select "Formations & Registrations” from the menu on the left and follow the instructions to complete your filing.
File an Annual Report/Renewal: Select "Annual Report/Renewal" from the menu on the left. Select either "Annual Report with Changes" or "Annual Report without Change".
File an Amendment: select “File on an Existing Business” from the left menu. Search for the entity, select it, and choose the filing type.

For step-by-step instructions, visit our Online Registration Instructions page .

All Other
Filing Types

Conversions, domestications, withdrawals, mergers, reinstatements, resignations, etc.

Step 1: Review the available forms in the column to the right and download the appropriate PDF. Fill out the PDF and save a copy.

Step 2: Have your UtahID account username and password ready.

If you do not have a UtahID, click here to create one.
Note: If you forgot your UtahID password or have difficulties creating a UtahID account, use the UtahID Help page or contact UtahID directly.

Step 3: Use your UtahID to log in to businessregistration.utah.gov .

Step 4: Once logged into the business registration system, select "Submit a Paper Filing” from the navigation menu on the left and follow the instructions to upload your filing.

Frequently Asked Questions

Instructions to Amend:

You can amend online .

Step 1: Log in using your UtahID

Step 2: Select “File on an Existing Business” from the left side menu

Step 3: Search entity, select entity, select filing type for amendment

Instructions to Merge:

You can merge by completing the Statement/Articles of Merger or creating your own Articles of Merger. A Plan of Merger must be filed with the merger document. You can submit the merger filing online via the “Submit a Paper Filing” option (please refer to the above instructions in the blue columns above).

Instructions to Convert:

You can convert by filling out the Articles/Statement of Conversion and the application/articles for the new entity type. After completing the required forms, you can submit online via the “Submit a Paper Filing” option (please refer to the instructions in the blue columns above).

You can dissolve/terminate by completing the Statement of Dissolution or Statement of Termination .

The Division strongly suggests consulting with a CPA or attorney in selecting the appropriate document. Below is a basic definition of a statement of dissolution versus a statement of termination.

Dissolution - When a Statement of Dissolution is filed, it starts a process of winding up the affairs of an entity. As per Utah Code Ann. 48-3a-701 et seq., a LLC continues after dissolution only for the purpose of winding up its affairs which may include, to "preserve the LLC activities, affairs, and property as a going concern for a reasonable time." It can also prosecute or defend itself in official proceedings, transfer property, settle disputes, or terminate the entity. As per Utah Code Ann. 48-3a-704, a dissolution may be rescinded unless a Statement of Termination has been filed. Also note that an Administrative Dissolution is different and may not be rescinded.
Termination - When a Statement of Termination is filed, it terminates the existence of the entity. While dissolution allows the entity to continue to operate, termination is the final step in the winding up of a business.

After completing one of the forms, you can submit online via the “Submit a Paper Filing” option (please refer to the above instructions in the blue column for All Other Filing Types).

You can view the principals online by doing a Business Entity Records Search .

Click on Search Business Entity Records.
Search by entity or principal.
- To search by entity, enter either the entity name or the entity number.
- To search by principal, enter the Principal Name or Registered Agent Name. Searching by principal name or registered agent name will yield a list of all entities associated with that principal or registered agent's name. Click on the name of the entity to view its details.

Note: If you prefer not to view the principals online, please contact our office for that information.

You can find out if the name you want to use is available online by doing a Name Availability search.

You can also conduct a Business Entity Records Search to view other registered businesses that may have similar names to the one you wish to use.

You may also contact our office to verify that the name you want to use is available.

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.

To reinstate, fill out the Application for Reinstatement . If you have any changes to make, you will also need to fill out a Registration Information Change Form with current information of the business entity. There are instructions with the Application for Reinstatement to walk you through the steps of the reinstatement process (these do not need to be included when submitting the Application for Reinstatement).

After completing the forms, you can submit them online via the “Submit a Paper Filing” option (please refer to the above instructions in the blue column for All Other Filing Types).

Note: Utah Code requires the Division to confirm that an entity is in good standing with the Utah Tax Commission. Before submitting the reinstatement, confirm that your entity is in good standing with the Utah Tax Commission, as any issues will delay the processing of a reinstatement.

Online Services

Forms

Misc. Information and Websites

Utah Code - Title 48-3a -- Utah Revised Uniform Limited Liability Company Act