Utah Certificate of Organization: Contents, Fee and How to File Online

If you want to form an LLC in Utah, the document you file is a Certificate of Organization. Utah does not call it Articles of Organization, so if a template or checklist from another state uses that term, it is the wrong name for this filing. The Division of Corporations and Commercial Code in the Utah Department of Commerce accepts the certificate, and approval creates your LLC as a legal entity. This guide covers what the certificate must contain, what it costs, what it does not require, and how to file it online.

This article is informational content, not legal or tax advice. If your ownership is complicated, you plan to bring in investors, or you are considering corporate tax treatment, talk with a qualified attorney or CPA before you file.

What the Certificate of Organization Is

The Certificate of Organization is the formation document for a Utah limited liability company. Filing it is a registration with the state. It is not a license. Utah issues no statewide general business license, so the approved certificate does not give you permission to operate in any city or county. Local licensing is covered in its own section below.

The Division also handles related filings for the same entity, including the annual renewal, name reservations and assumed names. The main Division page is commerce.utah.gov/corporations, and the online filing system is businessregistration.utah.gov.

What the Certificate Must Contain

Under Utah Code 48-3a-201, the certificate requires three core items. The section is being renumbered effective October 1, 2026, so confirm the current citation with the Division or in the Utah Code before you cite it in any document.

1. The LLC name. The name must contain the words limited liability company or limited company, or one of the abbreviations L.L.C., LLC, L.C. or LC. You may abbreviate limited as Ltd. and company as Co. The name must be distinguishable on the Division's records from existing entity names, reserved names, registered names and assumed names. It also cannot imply that the company is a state agency or political subdivision.
2. The principal office address. List the street address and mailing address of the principal office.
3. Registered agent information. If you use a commercial registered agent, list the agent's name. If you use a noncommercial agent, list the agent's name and address.

The statute also allows special statements, but only for low-profit LLCs, professional-services LLCs and series LLCs. A standard single-business LLC does not need them.

What the Certificate Does Not Require

Many first-time filers expect the certificate to ask for more than it does. Under the same statute and the Division's online formation flow:

• Members and managers are not named in the Certificate of Organization.
• No newspaper publication step appears in Utah Code 48-3a-201 or in the Division's online formation flow. Some other states require publication, so do not pay a publisher for a step Utah does not require.

Owner names still matter for your own records, your bank and your operating agreement. They just do not go on this form.

Registered Agent Rules

Every registered entity must name a registered agent for service of process. Utah requires a street address for the agent. A PO box may be listed only in addition to a street address. The agent can be an individual, a business entity that is registered with the Division and in good standing, or a commercial registered agent.

Naming an agent is your affirmation that the agent has agreed to serve. A commercial registered agent registration costs $52. If you act as your own agent, confirm that your address meets the street address requirement before you file.

Fees and Processing Times

Item	Cost	Notes
LLC filing (Certificate of Organization)	$59	Filed online with the Division
Expedited processing	$75 per filing	Per the Division's Fiscal Year 2026 fee schedule
Name reservation	$22	Holds the name for 120 days
Annual renewal	$18	Required every year
Late renewal fee	$10	Added to the $18 renewal if you file late
Commercial registered agent registration	$52	Only if you use a commercial agent

Most online filings are processed and approved instantly. Filings that need manual review are stated to take 2 to 4 business days from receipt. The Division has posted processing times of 7 to 10 business days during backlogs. If you have a deadline, such as a signed lease or a bank account opening, build in the longer window. Check the current fee schedule on the Division site before you pay, because agency fees can change.

How to File the Certificate Online

Utah uses one online system for this filing, the Utah Business Registration System at businessregistration.utah.gov. You log in with a UtahID. The screens can change, so treat the steps below as the order of work, and confirm each field on the page in front of you.

1. Search the name first. Use the business search at businessregistration.utah.gov to confirm that your name is distinguishable from existing entity, reserved, registered and assumed names. If you need time to decide, reserve the name for $22 for 120 days.
2. Sign in with your UtahID. If you do not have one, create it before you start the filing so you are not interrupted midway.
3. Enter the LLC name with an accepted designator, such as LLC or L.L.C.
4. Enter the principal office address and mailing address. Use a real street address for the principal office.
5. Choose your registered agent. Enter the commercial agent's name, or the noncommercial agent's name and address. Confirm the agent has agreed to serve.
6. Add special statements only if they apply. Most LLCs leave this section empty.
7. Choose standard or expedited processing. Standard is the no-extra-cost option. Expedited adds $75 per filing.
8. Pay the filing fee. The base filing fee is $59, plus $75 if you chose expedited processing.
9. Review and submit. Most online filings are approved instantly. If the filing goes to manual review, expect 2 to 4 business days, or longer during a backlog.
10. Save the approved certificate and store it with your formation records, along with your operating agreement and EIN confirmation.

After You File: Renewals and Compliance

The first annual renewal is due one year from the date of registration, and every year after that. The renewal window opens 60 days before the anniversary date. The renewal costs $18. If you file late, a $10 late renewal fee applies. Missing renewals can put your entity's good standing at risk, so add the anniversary date to your calendar on the day you file.

Keep your registered agent information current. If your agent changes or moves, update the record with the Division so service of process reaches you.

Licenses and Registrations You May Also Need

Forming the LLC is only the first state step. Several other requirements apply to most businesses.

• City or county business license. Utah has no statewide general business license. Once your entity is registered, get a business license from the city or town where you are located or operating. Outside city limits, the county issues it. A city license does not transfer from one city to another, so if you move, apply again in the new city.
• Assumed name (DBA). If you operate under a name other than your LLC's registered name, file an assumed name with the Division of Corporations and Commercial Code. The filing is statewide, not with the county. It costs $22 to register. Check the Division's DBA page for the current term and renewal fee. Details are at commerce.utah.gov/corporations/business-entities/dba.
• Sales tax permit. A separate Utah Sales Tax License from the Utah State Tax Commission is required for any seller with an established presence in Utah. Register through the Tax Commission's TAP system at tap.tax.utah.gov. The state rate is 4.85%, with combined state and local rates running from 6.35% to 9.55% depending on the jurisdiction (up to 10.05% in some special districts). Confirm the rate for your location with the Tax Commission.
• Occupational licenses. Many professions require an occupational license from the Division of Professional Licensing (DOPL). Check whether your trade or profession is covered before you start operating.
• Alcohol. If you plan to sell alcohol, the state agency is the Department of Alcoholic Beverage Services (DABS). Confirm its requirements directly with DABS before you apply for any city or county license that depends on it.

How the LLC Is Taxed

Utah has no separate LLC franchise tax. By default, an LLC is taxed as a partnership or sole proprietorship. Income passes through to the members and is taxed at Utah's flat 4.45% individual income tax rate for tax years beginning on or after January 1, 2026 (it was 4.5% for 2025). If the LLC elects corporate treatment, it pays the 4.45% corporate franchise and income tax from January 1, 2026, with a $100 minimum tax. The only recurring state filing cost for a default LLC is the $18 annual renewal. The Tax Commission's site is tax.utah.gov. Your federal tax classification is a separate decision, and a CPA can help you choose.

Where to Get Help

The Utah Small Business Development Center offers free business advising across the state at utahsbdc.org. The SBA's Utah district office page is at sba.gov/district/utah. Advisors there can help you plan the filing and the steps that come after it.

Talk with a qualified attorney before you file if you have multiple owners, a signed agreement with a partner, or outside investors. Talk with a CPA before you choose a tax election. Both can review your specific facts, which this guide cannot do.

Key Takeaways

• Utah's formation document is the Certificate of Organization, filed online at businessregistration.utah.gov with a UtahID.
• The base fee is $59. Expedited processing adds $75 per filing.
• The certificate requires the LLC name, the principal office address and registered agent information. It does not require naming members or managers.
• Most online filings are approved instantly. Manual review takes 2 to 4 business days, or 7 to 10 business days during backlogs.
• The annual renewal is $18, with a $10 late fee, and it is due one year after registration and every year after.
• Utah has no statewide business license. Get the local license from the city, town or county where you operate.