Forming a limited liability company (LLC) or corporation in Utah comes with a lot of paperwork. In the first year, most businesses have crafted a business plan and chosen the formal structure of their business entity. LLCs may have created an operating agreement prior to filing their Articles of Organization. Corporations may have written bylaws and elected a board of directors. After all that, Utah businesses — whether they’re nonprofits, C corporations, or LLCs — must file an annual report at the end of their first year.
It’s important for Utah business owners to understand the function and requirements of their annual report. This guide will tell you what you need to know.
States usually use annual reports to update or confirm vital business information. In Utah, the main purpose of an annual report is to provide current information about your business.
Utah calls their annual report an annual business renewal, and they send out an average of 14,500 renewal notices a month. Unlike most states that file with the Secretary of State, the process is done through the Utah Department Of Commerce’s Division of Corporations and Commercial Code. Before your form is due, the state should email you a renewal notice in the form of a postcard, and you’ll be able to renew and update your business through their online portal. Remember: even if you don’t get the postcard, you’re still responsible for submitting your renewal forms by the due date.
The State of Utah doesn’t have any major differences between the annual reports filed by LLCs and corporations. They’ll need to include the same information. The main difference is the principal reporting requirements. Corporations must have at least one director and one officer listed on the renewal form. LLCs must list at least one member or one manager.
When you fill out your renewal form with the Utah Division of Corporations, both LLCs and corporations can take this opportunity to update their:
If you need to make changes, you must fill out a Registration Information Change Form along with your annual report; this can be filed online. Any other time of year, it will cost an additional $15 fee. If you wish to file via fax or mail, you can get the forms from the Utah Department of Commerce’s website. Entities that need to make changes beyond those listed above, such as a change to your business’s name, will have to file either Corporate Articles of Amendment or an Amendment to the Certificate of Organization.
In the state of Utah, annual reports are filed with the Utah Division of Corporations and Commercial Code. This is primarily done online through their website. However, you can also file via mail and fax. This requires you to print out the renewal application and the appropriate change form for your entity (if you’re making any changes).
If you’re filing by mail, you can pay with a check or money order made out to the State of Utah, but you’ll need to indicate your entity number and entity name on the check. Mail the completed form and payment to:
Utah Division of Corporations and Commercial Code
P.O. Box 146705
Salt Lake City, Utah 84114-6705
If you’re filing via fax, you’ll also have to send a cover letter with your credit card information. They take Visa, MasterCard, or American Express. The Division’s fax number is (801) 530-6438.
Your annual report is due each year on the exact anniversary date of the entity’s formation. If you’re unsure about your due date, it should be listed on your renewal notice, or you can use the Division’s business search to look for your formation date. You can file your report online 60 days before the report is due.
The cost of an annual report varies based on the business structure. LLCs and for-profit corporations pay $18. Nonprofit corporations pay $10 to file the report.
Since Utah allows you to submit multiple renewals at the same time, those filing by mail must submit separate payments (i.e., different checks) for each entity.
Before filing your report, you’ll need to gather some data about your entity. In the state of Utah, those filing for LLCs and corporations will need to know:
Submitting an annual report is quicker if you don’t plan to file a change form along with it. For example, if you’re not changing your business’s purpose, you don’t need to define what it is right now. The form will give you greater insight on the requirements.
Additionally, if you’re filing online, you will also need a renewal/access ID. You can request this online if you don’t have one or don’t remember what it is.
Once you file your annual report, it becomes a public record. Anyone can search for the information you provided using the Division of Corporations’ business entity search. If you’re not sure of the status of your application, you can contact the Division’s Corporations Information Center at (801) 530-4849. If you’re in-state, you can call the toll-free number at (877) 526-3994. You can also check using the business entity search.
Corporations and LLCs that miss the deadline to file their report must pay a $10 late fee. If they fail to file altogether, they risk administrative dissolution. This means they may lose the rights and liability protections that entity provides.
If you find yourself having trouble while filing your Utah annual report, you can contact the Division of Corporations. They list their contact information on their website, or you can use their online chat. Utah residents can call for help or email any questions they may have.
It costs $15 for LLCs and for-profit corporations to file their annual reports in Utah. Nonprofit corporations pay $10.
Utah levies a $25 late fee for late filings from LLCs and for-profit corporations. Nonprofits pay a $20 late fee.
If the right person fails to file on time, the state designates the business as Delinquent. After 60 days of delinquency, the state administratively dissolves the entity formally.
Thankfully, it is possible to reinstate a business that was involuntarily dissolved.You can reinstate a domestic LLC online as long as it’s been less than two years. After two years, you have to contact the office for further instructions. Corporations cannot reinstate online. That’s a lengthier process that may require you to resolve outstanding state tax obligations, and you may have to fill out additional forms from the Utah Tax Commission. You can find the appropriate forms and detailed instructions on the Division of Corporations’ website.
You can file online 60 days prior to your expiration/due date.
You can contact the Division of Corporations using email (firstname.lastname@example.org), phone (801) 530-4849, or online chat. Utah residents can use the Division’s toll-free number, (877) 526-3994.
Disclaimer: The content on this page is for information purposes only and does not constitute legal, tax, or accounting advice. If you have specific questions about any of these topics, seek the counsel of a licensed professional.
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