Utah Limited Liability Company Articles of Organization
The Articles of Organization of a limited liability company are the founding documents. The Articles state the name and effective date of the company and set
forth other information about the company that Utah law requires to be public knowledge. To make the company effective, the Articles must be properly signed and
filed in the office of Utah's secretary of State, located in Salt Lake City. There is a state fee of $70 which must be paid at the time the Articles of Organization
are filed.
Utah Limited Liability Company Operating Agreement
In Utah, the legal rights and obligations of the Company, its Members, and the Manager are all set forth in a document called the Operating Agreement. The Operating
Agreement is similar to the bylaws of a corporation.
Usually, the Operating Agreement sets forth how the company Manager is chosen or replaced, what the Manager's duties are, what rights are reserved to the Members,
what percent of the Company each Member owns, and other important details of the Company's operation.
Without an Operating Agreement, all of these important rights and responsibilities are decided pursuant to Utah's Limited Liability Company Act.
IRS Form SS-4
IRS Form SS-4 is the document you must file with the IRS to obtain a Federal Employer Identification Number (EIN). While you are not technically required to
obtain an EIN to have an effective Utah LLC, you will find that most third parties dealing with your new limited liability company insist on having it. A bank, for
example, will not open a bank account for your company without an EIN.
In addition to obtaining an EIN for your company, filing Form SS-4 will notify the IRS how you want your company to be taxed. In nearly every small business
arrangement, your limited liability company should be taxed as either a partnership (if two or more Members) or as a disregarded entity (if only a single Member).
We make these default selections for you on the SS-4, but you should consult with a qualified tax advisor if you have questions about taxation of your new LLC.