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Utah LLC Operating Agreement Templates

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The Utah LLC operating agreement is a legal document that would be utilized by a company of any size, to not only establish company standard operating procedures and policies (among other aspects of the business), but to offer the members/owner(s) the needed protections that the document will provide.

The State of Utah will not require this document as a prerequisite to conducting business within their State. However, without the placement of the document, the members/owner(s) may expose their personal assets and financial accounts to vulnerabilities in the event that their company would be presented with any form of litigation. With the implementation of the document, each member’s/owner’s personal properties would remain protected while leaving all liabilities to their company. With the placement of the document, the company would also have the opportunity to take advantage of tax options once the document has been completed and filed.

LawsTitle 48, Chapter 3A (Utah Revised Uniform Limited Liability Company Act)

Operating Agreement Laws§ 48-3a-112

State Definition§ 48-3a-102(16)

Table of Contents

By Type (2)

Multi-Member LLC Operating Agreement – For use by a company that has two (2) or more owners.

Download: Adobe PDFMS Word (.docx)OpenDocument




Single Member LLC Operating Agreement – To be used by a sole proprietor creating a company with only one (1) owner.

Download: Adobe PDFMS Word (.docx)OpenDocument




How to Form an LLC in Utah

All LLCs operating within the State of Utah need to be registered with the Division of Corporations and Commercial Code. However, it is best to Search for your LLC Name in the State’s database prior to filing to ensure that no other entity has taken or reserved the name. All duplicate and similar names will be declined by the State.

Step 1 – Registered Agent

Each LLC in Utah must designate and maintain a Registered Agent for the purpose of receiving service of process and government notices on behalf of the company. The agent may be an individual resident of the State or a qualified business operating within the State.

Step 2 – LLC Type

The Division of Corporations and Commercial Code has separate forms and fees for each LLC type. Therefore, you must make certain that you know which LLC type needs to be filed.

  • A Domestic LLC is a company formed within the State
  • Foreign LLC is a company initially formed in an outside jurisdiction

Step 3 – Complete the Application

From the following options, select the one which matches your LLC type and filing preference:

  • Domestic – Certificate of Organization
  • Foreign – Foreign Registration Statement

*Online filers will be required to create an Online Account in order to access the State’s filing portal.

Step 4 – Filing Fee

A $70 filing fee must be supplied upon completion of the application. The fee is payable by credit card (online) or with a check/money order made out to the ‘State of Utah’ (paper). If filing by mail, send all articles to the following address:

Utah Division of Corporations & Commercial Code, P.O. Box 146705, Salt Lake City, Utah 84114-6705

Step 5 – Operating Agreement (not required)

An operating agreement is a multi-purpose document which LLC owners may use to standardize the operating procedures and provisions of the company. The form outlines the general meeting times, managerial responsibilities, and financial investments of the members, among other things.

Step 6 – Employer Identification Number (EIN)

An Employer Identification Number (EIN) should be acquired once you’ve correctly filed your LLC with the State. This identifier is used when reporting tax information to the Internal Revenue Service, much like a Social Security Number. To apply, submit Adobe PDF From SS-4 through the mail or complete the Online Application.

How to Write

Step 1 – Once the document is downloaded, enter the company name into the line at the top of the form.

Step 2 – The Agreement – Enter a date that the document will be considered effective, in dd/mm/yyyy format – Enter the following:

  • Check the applicable box
  • Any additional required information
  • Single-Member – The name of the company. The state of the company location. Submit the owner’s name and business address
  • Multi-Member – Each member’s full name and respective address

Step 3 – Name and Principal Place of Business – Provide the following:

  • The registered name of the company
  • The company address
  • City of the business location

Review all remaining information and enter the following:

Formation –

  • The date that the company is formed (dd/mm/yy)
  • Review the titles:
  • Purpose
  • AND
  • Term

Member Capitol Contributions – Enter the following:

  • Check the box that will apply to the business
  • Single-Members – Review all information
  • Multi-Members – Members’ names and respective contribution amounts

Distributions –

  • Check the applicable box
  • Single-Members – Review all of the information
  • Multi-Members – Members’ names. Apply the members’ Percentage Interests
  • Proceed (read the remaining information)

Step 4 – Books, Records and Tax Returns –

  • Check the box that applies
  • Read all information

Proceed by reviewing the titles:

  • Bank Accounts
  • Management of the Company
  • Check the applicable box
  • Single-Member – Read all information
  • Multi-Members – Read the available information
  • Enter all agreed limits by placing them into the fields provided

Step 5 – Titled Sections – Check the box where it’s applicable – Read the following and submit the required information:

  • Meetings of Members – A date for the annual member meeting (dd/mm/yy)
  • Assignment of Interests
  • Ownership of Company Property – Single owners
  • Right of First Refusal
  • Admission of New Members
  • Withdrawal Events
  • Dissolution and Liquidation – Check the box. Read the information
  • Representations of Members
  • Certificates Evidencing Membership (Multi-Member) – Provide the name of the company and an effective date in dd/mm/yyyy format
  • Notices
  • Arbitration
  • Amendments
  • Indemnification (Owner)
  • Miscellaneous

Step 6 – Signatures – Submit all of the following:

  • Date of the execution of the document
  • Company representative’s signature
  • All members must apply their signatures (respective)

Once the document is complete, the members/owner(s) shall retain a copy of the document for their private records.