If you're thinking about starting a business in Utah, you should consider forming a limited liability company (LLC). An LLC is a kind of business structure that combines the limited liability of a corporation with the flexibility and lack of formalities provided by a partnership or sole proprietorship. An LLC also protects you, the owner, from being personally liable for the business's debts. This business structure has become a popular choice among small business owners.
Below are the steps you need to take to create an LLC in Utah. For more information on how to form an LLC in any state, check out our article on how to start an LLC. You can also use our online LLC formation service to register your LLC.
When choosing a business name, you should pick one that's unique and marketable. Utah, like many states, has laws around what you can and can't name your LLC.
LLC name must be distinguishable. Your LLC's name must be distinguishable (different) from the names of any businesses on file with the Utah Division of Corporations and Commercial Code, part of the state's Department of Commerce (DOC). You can use the DOC's name availability search to see whether your proposed business name is available. (Utah Code § 48-3a-108 (2024).)
LLC name must include an entity designator. Under Utah law, an LLC name must contain the words "limited liability company" or "limited company" or the abbreviation "L.L.C.," "LLC," "L.C.," or "LC." In addition, "limited" and "company" can be abbreviated to "Ltd." and "Co.," respectively. (Utah Code § 48-3a-108 (2024).)
Name reservation. You can reserve an available business name for 120 days by filing an Application for Reservation of Business Name with the DOC. You can file the reservation by mail, fax, or in person. You can renew the reservation as well. As of 2024, the filing fee to reserve a name is $22. (Utah Code § 48-3a-109 (2024).)
Using an assumed name. You don't have to use your LLC's official legal name registered in your certificate of organization (called "articles of organization" in other states) when you do business out in the real world. Instead, you can use an assumed name, also called a "DBA" (short for "doing business as"), "trade name," or "fictitious name." If you do use a name other than your business's legal name, you must register your assumed name (DBA) with the DOC. You can file your DBA online using UtahID, the DOC's online filing platform, or by submitting a completed DBA application to the DOC. As of 2024, the fee to register a DBA is $22. The DBA lasts for three years and can be renewed online. (Utah Code § 42-2-5 (2024).)
Every Utah LLC must have an agent for service of process (called a "registered agent") in the the state. A "registered agent" is a person or business that agrees to accept legal papers on a company's behalf and forward the documents to the represented entity. (Utah Code § 48-3a-111 (2024).)
In Utah, a registered agent must either be:
In Utah, you can choose to appoint a commercial registered agent or a noncommercial registered agent. A "commercial registered agent" is an individual or business that's filed a commercial registered agent listing statement with the DOC. If you choose a commercial registered agent, you only need to list their name on your certificate of organization. If you choose a noncommercial registered agent, you must list their name and address.
Your registered agent must have a physical street address in Utah.
(Utah Code §§ 16-17-201 and following (2024).)
You can create a Utah LLC by filing a Certificate of Organization with the DOC. The certificate must include:
If you're forming an LLC for professional services, then you'll need to comply with additional requirements (discussed in the FAQ section of this article).
(Utah Code § 48-3a-201 (2024).)
You can file your certificate online through UtahID. To use UtahID, you'll need to create an account. As of 2024, the filing fee to register a Utah LLC is $59.
In Utah, like in most states, LLCs aren't required to adopt an operating agreement. Though not legally required, it's still important to create this organizational document for your company. An operating agreement—like bylaws for a corporation—will establish the rules and procedures for how your LLC will operate, including your LLC's management structure. You don't need to file your operating agreement with the state but you should put it in writing.
This operating agreement should generally cover:
(Utah Code § 48-3a-112 (2024).)
You'll find many advantages to adopting an operating agreement for your company. An agreement allows the LLC members to create their own rules for their company. In the absence of an agreement, the state's default rules under the Revised Uniform LLC Act will govern the LLC's operations.
In addition, an operating agreement can help preserve your limited liability by showing that your LLC is truly a separate business entity from its owners. Moreover, investors and banks typically like to see an LLC's operating agreement when determining whether to invest or loan money to the company.
For help creating an LLC operating agreement, you can use our online LLC formation service.
Other tax and regulatory requirements might apply to your LLC. For example, your LLC might need to obtain an EIN, apply for business licenses and permits, and register for business taxes.
EIN. If your LLC has more than one member, it must obtain a federal employer identification number (EIN), even if it has no employees. If you form a single-member LLC, you must obtain an EIN for your LLC only if either you elect to have your business taxed as a corporation instead of a sole proprietorship (disregarded entity) or your single-member LLC has employees. You can get an EIN by completing an online EIN application on the IRS website. There's no filing fee.
Business licenses. Your LLC will need to obtain a business license from its local municipality. Visit your city or county website for information about local licenses and permits. You might also need to obtain various state licenses, such as tax or occupational licenses. For licenses based on your profession or occupation, check out the DOC's Division of Professional Licensing. For further guidance on regulatory requirements for your business, read how to get a small business license in Utah.
Utah State Tax Commission. If you have employees or will be selling goods and collecting sales tax, you'll need to register with the Utah State Tax Commission (USTC). You can register your business online for various taxes across multiple departments by creating a Utah.gov account. For more information on Utah LLC tax registration, check out our article on Utah annual tax and LLC filing requirements.
Here are some other questions you might have about your Utah LLC.
If you're just starting your business or have already been operating as a sole proprietor, you should consider forming an LLC. LLCs limit an owner's personal liability for business debts and lawsuits and offer a lot of flexibility when it comes to ownership, management, and taxation of the business.
To learn more about LLCs and decide if it's the right business structure for you, see our article on LLC basics.
Below are the fees (as of 2024) you might need to pay to form your LLC in Utah:
Filing on your own is often the cheapest option, but completing all of the forms and filing them yourself can be complicated. Hiring a lawyer is another option, but it will often cost you hundreds, if not thousands, of dollars in the process. If you'd like help completing all the filings, try our online LLC formation service.
To learn more about the costs associated with forming and running an LLC, see our article on how much it costs to form an LLC.
Yes. You must file an annual report/renewal with the DOC every year. The report is due each year during the month of your LLC's formation. For example, if you formed your LLC on June 3, then your report would be due within the month of June.
You can file your report online with your UtahID. As of 2024, the fee to submit an annual report is $18.
(Utah Code § 48-3a-212 (2024).)
Apart from annual reports, your LLC will need to file and pay applicable taxes to the local, state, and federal governments. In addition, your LLC might need to obtain and periodically renew any required general or special business licenses or permits. You'll be responsible for keeping track of these maintenance requirements to keep your LLC in good standing and legally compliant.
Starting in 2024, all LLCs were previously required to submit a beneficial ownership information (BOI) report to the Financial Crimes Enforcement Network (FinCEN), a bureau of the U.S. Department of Treasury. However, in March 2025, after some constitutional challenges, FinCEN revised the BOI reporting rule so that the requirement only applies to companies created outside the U.S. So, if you form your LLC within the U.S., then you no longer need to worry about the BOI reporting requirement.
You're not required to have an operating agreement for your LLC in Utah. Though, it's highly advisable to have one. An operating agreement can help protect your limited liability status, prevent financial and managerial misunderstandings among members, and ensure that you choose the rules that govern your business instead of your state's default rules.
Utah, like many states, doesn't issue a general business license at the state level. However, every business must obtain an operating license from their local municipality. Every city and county has its own requirements, but generally, you'll be required to submit a license application and pay a fee to get your business license. The DOC has a list of cities, counties, and towns and the relevant licensing resources on its business licensing webpage.
In addition to your local business license, you could need professional licenses, tax licenses or registrations, safety certifications, environmental permits, and building permits. You can see answers to frequently asked questions and contact information for local governments in the DOC's Business Licensing and Registration Guide.
You can find extensive details about state and local regulatory requirements in our Utah business license article.
Your LLC will likely be responsible for paying some type of business tax. LLCs are considered "pass-through entities" (PTEs) by default, meaning the responsibility for paying taxes on the LLC's income passes through to the members. So, in this case, you'll report and pay taxes on your share of the LLC's income on your personal tax return.
However, there are other taxing scenarios that you should be aware of. Some LLCs elect to be taxed as a corporation rather than as a partnership (a type of PTE). Alternatively, Utah allows LLCs to pay income tax at the entity level. If you elect PTE tax status for your LLC, then your LLC will be taxed at the entity level on behalf of the members (owners). You'd then claim a tax credit on your personal return for the tax already paid by your LLC. You'll make these elections and report and pay these state taxes to the USTC.
In addition to income tax, your LLC might be responsible for reporting and paying sales tax, withholding employee wages, and paying unemployment insurance (UI) tax. You'll register to withhold and pay wages and to report and pay sales tax through the USTC. You'll need to register to pay the UI tax to the Utah Department of Workforce Services.
See our article on Utah tax filing requirements for more details.
Yes. To do business in Utah, all LLCs organized outside of the state (called "foreign LLCs") must register with the DOC. Your foreign LLC must appoint a registered agent for service of process that's physically located in Utah.
To register, file a Foreign Registration Statement with the DOC. You can file the statement online with your UtahID. As of 2024, the fee to register your foreign LLC in Utah is $59.
Before filing, make sure your LLC's name is available in Utah by using the DOC's name availability search. If your name isn't available, you must adopt an alternate name for your LLC to use in Utah.
(Utah Code §§ 48-3a-901 and following (2024).)
See our guide to qualifying to do business outside your state for more information.
Yes. For most formation purposes, a Utah single-member LLC is considered the same as a multi-member LLC. The steps to form a single-member LLC in Utah are generally the same as those listed above.
Single-member LLCs do have additional flexibility when it comes to filing a tax return. To learn more, see our article on how single-member LLCs pay federal income tax.
Yes. If you practice a qualified profession in Utah and want to form an LLC, you can form a professional LLC (PLLC). Utah also refers to a PLLC as a "professional services company." Utah lists 21 types of professionals who can form PLLCs, including architects, attorneys, engineers, physicians, public accountants, and more.
To form a PLLC, file a Certificate of Organization with the DOC. You can file the certificate online using your UtahID. In addition to the standard requirements for all LLCs, your certificate must also include:
You can form the PLLC to provide only one specific type of professional service and any services ancillary to that professional service. You can have members or managers in your LLC who aren't licensed to provide the professional service. However, only licensed individuals can provide professional services on behalf of your LLC.
(Utah Code §§ 48-3a-1101 and following (2024).)
When you're ready to close your business, you should legally dissolve your LLC to limit your liability for lawsuits and government fees. To dissolve an LLC in Utah, you should:
(Utah Code §§ 48-3a-701 and following (2024).)
You also need to close your tax accounts and take any other steps necessary to close out your business. See our article on what you need to do when closing your business for more in-depth information and guidance.
Ready to start your LLC?
Frequently asked questions about starting and running an LLC, or limited liability company.
LLC owners report business income and losses on their personal tax returns. Learn how to make the most of your LLCs tax flexibility.
Take our business formation quiz to find out what the best form of business ownership is for you.
Read about why you need an operating agreement and what to include in one.
LLCs offer their owners liability protection, but if you aren't careful an LLC's owners, members, or shareholders may be on the hook personally for business debt.
Appointing a registered agent is a simple - but essential - step for every business. Learn more about what a registered agent does.
Get all of the information you need to start and run a small business.
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