Are you about to dip your toe into business in Utah? Have you set your eyes on a limited liability company as the best business structure for your future legal entity? If so, it’s high time to dig into the Utah LLC formation process, and we are here to help. Whether you choose a DIY path or decide to stay with one of the business formation services, it’s nice to be aware of the formation basics anyway. For the start, within this business type, you’ll have a choice between a common LLC, a professional LLC, and a series LLC. If you hold a professional license for some specific activity, you might want to open a professional LLC in Utah. And a Utah Series LLC is a good choice for complex and multi-tier businesses that need some unified control. Different types of LLCs have some formation peculiarities, yet, here we are going to consider common LLC filings, which make the core of any LLC formation process. So, let’s dig in!
To create an LLC in Utah, you’ll have to pass through several steps that will let you register your company with the state and make your business legitimate. We’ll consider all those steps and outline all the necessities you need to know to successfully complete the whole process.
Everyone has a name and the company needs it too. Without naming your Utah LLC business, you can’t proceed to its registration. Unlike individual ones, business names should be unique and different from any other registered LLC names. Apart from that, the company name should be self-explanatory in a way and somehow related to your business activity. To check the name versions you already have in mind, search in the Utah business name database that embraces all the existing companies’ names in this state.
However, creating a business name is not solely about your imagination and creativity. There are certain rules to follow too when inventing a legal name to apply for an LLC in Utah:
If you are lucky to quickly find a unique business name for your Utah LLC, it’s worth either starting the registration process immediately or putting this name on hold. Similar to other states, Utah allows for the business name reservation for 120 days so that you have enough time to prepare for business registration. Reserve your unique company name online via the Utah Business Registration portal or send an Application for Business name reservation
Utah Division of Corporations & Commercial Code
PO Box 146705
Salt Lake City Utah 84114-6705
Utah Division of Corporations & Commercial Code
160 East 300 South 2nd Floor (or 160 E Broadway)
Salt Lake City Utah 84111
(801) 530-6438
Heber M. Wells Building at 160 E 300 S, 1st Floor, Salt Lake City Utah 84111
The last option is a great choice for Salt Lake City residents, while fax delivery requires your application to be accompanied by the fax cover letter.
Many first-time entrepreneurs wonder if they need an Operating Agreement. To make it clear, limited liability companies in Utah are not obliged by the law to have this document in place, and your LLC will be registered with the state without it. However, in practice, most LLCs operating in the state have a Utah Operating Agreement since it serves the interests of the company owners rather than those of the state.
This document is an internal business law that sets the rules for your business operation and control by distributing owners’ liabilities, splitting personal and business assets, and setting standards for many ongoing procedures. All of this better organizes the company’s day-to-day operation and maintenance while enhancing your business credibility and trustworthiness in the eyes of regulatory authorities, financial institutions, and investors, not to mention your own peace of mind about your business being run in a due manner.
An Operating Agreement has no compulsory legal form to follow. However, there is some basic information it should cover, including:
You can write down this document by yourself or entitle a lawyer to do it for you. Yet, a lawyer will obviously be quite an expensive option. An alternative that still allows for your Utah Operating Agreement to be drafted by a professional is to use one of the LLC services. Some of them have this doc as an affordable payable option and others, like ZenBusiness, make it a part of their formation bundles for free.
No LLC in the United States can lawfully operate without a registered agent. To run an LLC in Utah, you’ll need it too. For the state, a registered agent is a guarantee that all essential documents and notifications will be delivered to your company in time and received in person. And for company owners, it’s a guarantee of the company’s compliance with the state rules and regulations. So, a registered agent is a crucial figure in your company structure, and to get a Utah LLC, you need to appoint one before filing the formation docs.
A registered agent plays a serious role in supporting due communications between your business and the state, however, the regulatory rules for appointing the one are quite flexible and loyal. Basically, you can delegate the service of your business process in Utah either to an individual or to a company. An individual should be an adult older than 18 years, residing in the state of Utah, and having a physical address in the state where he or she can be consistently present during common working hours.
Many businessmen, though, prefer legal entities to be their registered agents. And a great alternative in this concern is formation services such as Northwest Registered Agent and IncFile that will not only assist you in starting your business but also provide a whole year of registered agent service under renewable conditions.
Once the business name is chosen and the registered agent is appointed, you can proceed to file your LLC formation documents to finalize your Utah LLC registration. The main document is the Articles of Organization or Certificate of Organization. It’s a kind of typical form that covers basic company data and provides the state with common information about your business. Normally, it contains the following:
To file your formation documents with the state of Utah, you have four options:
Fill in the form on the Business Registration portal and your application will be processed within two business days.
Send a hard copy of your Articles of Organization to
Utah Division of Corporations & Commercial Code
PO Box 146705
Salt Lake City Utah 84114-6705
Utah Division of Corporations and Commercial Code
160 East 300 South 2nd Floor (or 160 E Broadway)
Salt Lake City Utah 84111
If you live in Salt Lake City, you can hand your formation documents to
Heber M. Wells Building
160 E 300 S, 1st Floor
Salt Lake City Utah 84111
Along with a cover sheet
(801) 530-6438
Note though, that hard copy processing is not that fast and will take up to 10 days. To speed it up, either apply online or get ready to pay $75 in extra.
Just like a personal tax number is a must for individuals, an Employer Identification Number is a must for a legal entity, especially the one hiring employees. This nine-digit number serves as an identifier for the tax authorities that will help them trace your tax payments as well as monitor if your business is duly taxed. Besides, there are some ongoing business-related aspects that require an EIN too, such as opening a bank account, for example. So, don’t put this task off and get an EIN at the business formation stage. It’s the Internal Revenue Service that issues EINs, and you can send your Utah EIN application using the following methods:
Internal Revenue Service Operation
Attn: EIN Operation
Cincinnati, OH 45999
(855) 641-6935
Online application is processed immediately, and you’ll get your number right after filling the digital form, while fax and mail deliveries are processed within four business days and four weeks accordingly.
When your formation documents are accepted by the state and registered, your business entity is deemed legally formed and can lawfully operate in the state of Utah. However, there are some more aspects to take into account to maintain your business in good standing with the state and run it smoothly.
Though LLC alone draws a line between business and personal assets, you need to do that at an operational level as well. Thus, to do business in Utah, it’s recommended to open a separate bank account for your LLC. Not only will it split your personal and business funds but also it will make accounting a lot easier. For that, you’d normally need a basic document package including your formation papers and your Utah LLC’s EIN.
While some states make state permits and professional licenses an obligation, the state of Utah is more loyal in this concern. Here, everything will depend on the type of business you are engaged in. Thus, certain fields and business activities do need specific licenses, and you might not even know about them from the start. To keep up with law requirements in the state, visit the Division of Occupational and Professional Licensing website to find out about Utah-specific licenses and permits. Other than that, don’t forget to check local licensing regulations not to skip some additional licenses that might be necessary.
Doing business in Utah, you are required to pay taxes. Normally, taxes are paid at the federal and state level. When it comes to LLC business taxes, these entities don’t pay taxes on these levels. These are so-called pass-through entities and their taxes pass to their owners’ personal tax returns. Those taxes are only payable if you choose your company to be taxed as a corporation, which is possible for LLCs.
However, don’t forget about additional taxes your company might be exposed to such as sales tax, use tax, withholding tax, and others subject to the type of your business activity. If you know there are additional taxes you need to tackle, you should register for those with the Utah State Tax Committee. Do it either online or send a filled Form TC-69 to them.
What’s more, if your company has employed staff, it will be an Unemployment Tax that needs to be registered with the Department of Workforce Services. You can register online or by mailing a hard copy of the application to them.
