Forming an LLC Utah State, or a limited liability company in Utah, is a popular choice among many business entities, including companies that invest in real estate. This is no surprise given that Utah is one of the tax-friendliest states with some of the best regulatory requirements for LLCs. Combined with the benefit of not being personally liable for a company's debts and losses, LLCs offer great advantages for business owners. To create an LLC, you'll need to choose a name, pick a registered agent, file the certificate of organization, create an operating agreement, and get an EIN.

Choosing a Name for Your LLC

The name you choose for your LLC should be well suited to your future business ventures and easily searchable by your current and potential clients. The name should contain the abbreviation “L.L.C.,” “LLC,” or the words “Limited Liability Company.” Words like “bank,” “attorney,” or “university” require additional paperwork, and you may need a licensed, qualified person like a doctor or a lawyer to be part of your LLC. Words that could confuse your LLC with a federal or state agency, like FBI, Secret Service, or Treasury, are prohibited.

You should also make sure that another company doesn't already use your chosen business name. Perform a name search on the State of Utah website and reserve your domain name. Even if you don't plan to build a website today, you can keep others from using your business's name as a domain. Your LLC's name should be easily distinguishable from other LLCs.

You can reserve a name for up to 120 days by filing a name reservation application with the Division of Corporations online or by mail along with a $22 filing fee. You must include:

  • The name you want to reserve
  • A detailed description of the type of business and the use of the name
  • The applicant's information
  • A dated signature

Picking a Registered Agent

A business or person that sends and receives legal papers for your LLC (including service of process of legal action if a claim is filed against you) and state filings is known as a registered agent. Every LLC in Utah must nominate a registered agent. The registered agent can either be a Utah resident or a corporation authorized to conduct business in the state of Utah. You can elect yourself, another person within your company, or a separate company.

Filing the Certificate of Organization

To register your LLC, you'll need to file the Certificate of Formation with the State of Utah. You should also decide whether your LLC will be run by its members or managers. A nonrefundable fee of $70 is required with the filing. Expedited services are available for an additional $75 fee. Registrants should file Articles of Organization with the Division of Corporations online or by mail. The articles must include:

  • The name of the LLC
  • The purpose of your business
  • Your registered agent's name and address
  • The type of management, either member-managed or manager-managed
  • The organizer's name, address, and dated signature

The Division of Corporations usually takes seven to 10 business days to process documents. Filing online only takes about 24 hours, but it can be complicated.

Creating an Operating Agreement

In Utah, an operating agreement isn't required, but creating one is a good idea. It's a legal document that outlines the operating procedures and ownership of your LLC. If your LLC has more than one member, you should also have a limited liability operating agreement among the members. Utah recognizes limited liability company operating agreements as governing documents, and you don't need to file them with the Articles of Organization.

What is an EIN?

The Employer Identification Number or EIN, also called the Federal Tax Identification Number, is like a social security number for your business. It identifies your company, and it's required when filing state and federal taxes. Also, many banks may ask for an EIN when opening a business checking account. The IRS will assign an EIN to the business owner. You can get it online or by printing and mailing the correct forms. When forming a one-member LLC, you'll only need an EIN if you have employees or if your business is taxed as a corporation rather than a sole proprietorship.

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