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| Be Unique: | Use A Legal Designator: | Stay Honest: |
|---|---|---|
Your name must be clearly distinguishable from all other Utah entities already on record with the Division of Corporations. | Your name must include "Limited Liability Company," "Limited Company," "LLC," "L.L.C.," "LC," or "L.C." "Limited" may be abbreviated as "Ltd." | Your name cannot imply services, credentials, or government affiliation that your LLC does not hold. |

General Business Information | It states your LLC's official name as registered with the Utah Division of Corporations, your principal business address, and whether the LLC has a perpetual or fixed duration. |
Management Structure | Defines whether the LLC is member-managed or manager-managed, and specifies who holds signing authority for contracts and major financial commitments. |
Tax Designation | Formally states how the IRS will treat your LLC. For Utah multi-member LLCs taxed as partnerships, this section should note the requirement to file Form TC-65 (Utah Partnership/LLC Return) with the Utah State Tax Commission each year, and include a process for voting on any future federal or state tax election changes. |
Member Information & Ownership | Lists every member's name, address, ownership percentage, and initial capital contribution. Since Utah's Certificate of Organization does not require member names at formation, this section is the definitive internal ownership document for your LLC. |
Decision Making & Voting | Sets the voting threshold for major business decisions. Whether a simple majority (51%) or a unanimous vote (100%) is required for actions like taking on significant debt, changing the management structure, or admitting a new member. |
Membership Changes (Buy-Sell) | Outlines what happens when a member wants to leave, sell their interest, or pass away. This section protects business continuity during ownership transitions and prevents disputes from escalating. |
LLC Dissolution | Provides a clear process for winding down the business, settling debts with creditors, and distributing remaining assets to members. In Utah, dissolution starts the winding-up process, while a separate Statement of Termination is filed to formally end the entity's existence. |