Utah: LLC Annual and Biennial Report Requirements
The short answer
Yes. A Utah LLC files an annual report, also called a renewal, during its formation-anniversary month beginning in the calendar year after formation. The current agency form charges $18 plus a $10 late fee. At 60 days overdue the Division may begin administrative dissolution, but it must then give a separate 60-day notice-and-cure period before dissolving the LLC.
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This is the general rule in Utah. Ezel applies current Utah law to your specific facts and answers with citations to the statutes.
| Periodic report obligation | Annual report/renewal required for every domestic Utah LLC and registered foreign LLC (Utah Code § 48-3a-212; renumbered to § 16-20-212 Oct. 1, 2026) |
|---|---|
| Frequency and first report | Every year following the calendar year of formation or Utah registration. The first report is filed in the anniversary month in that following year (§ 48-3a-212(3)) |
| Due date and filing window | File during the month containing the formation-date anniversary (domestic) or Utah-registration anniversary (foreign), not on one statewide date (§ 48-3a-212(3)) |
| Filing office and method | Utah Division of Corporations and Commercial Code. File online through the Business Registration System, upload a paper filing through the system, or submit the agency renewal form by mail |
| Required information | Entity name; registered-agent information; principal-office street and mailing addresses; at least one governing person; foreign LLC's formation jurisdiction and any alternate name. Information must be current when signed (§ 48-3a-212(1)-(2)) |
| Filing fee and related charges | $18 for a domestic or foreign LLC annual report/renewal; the agency states that the amount includes the $5 state single-sign-on surcharge. A $10 late-renewal fee applies |
| Late fee and delinquency | $10 late-renewal fee. At 60 days after the report or required payment is due, the Division may start administrative dissolution; it must serve notice and then allow another 60 days to cure or disprove the ground (§ 48-3a-708) |
| Dissolution, reinstatement, and cure | Domestic: if uncured 60 days after notice, the Division files administrative dissolution; activity is limited to winding up or reinstatement. Reinstatement is available at any time if the name is available; pay all amounts due during dissolution, file the application, and pay the agency's $54 reinstatement fee. The name is retained 5 years and reinstatement relates back (§§ 48-3a-708 to -709). Foreign: termination starts after a report is 60 days late, followed by at least 60 days' notice; cure before the effective date. The agency says foreign entities cannot reinstate (§ 48-3a-910) |
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Requirements one by one
The first report waits until the next calendar year
Utah Code § 48-3a-212 requires a report for each year following the calendar year
when the certificate of organization became effective. A Utah LLC formed at any point in
2026 therefore files its first report in 2027, during the month containing its formation-date
anniversary. A registered foreign LLC follows the same structure using its Utah-registration
anniversary month.
The Division calls the filing both an annual report and a renewal. It may be completed
through the online Business Registration System. The Division also provides a paper renewal
form that can be uploaded through the system or mailed.
The report updates a compact public record
The report states the entity name, the registered-agent information required by Utah's
registered-agent law, the principal office's street and mailing addresses, and at least one
governing person. A foreign LLC also identifies its formation jurisdiction and any alternate
Utah name. The information must be current on the signing date (§ 48-3a-212).
If the report changes the registered agent's name or address from the Division's record, the
statute treats that differing information as a statement of change rather than requiring a
second filing.
The current renewal is $18, with a $10 late fee
The Division's renewal form states $18 for a domestic or foreign LLC and a $10 late
fee. Its posted fee schedule explains that the $18 amount includes a $5 surcharge for the
state's single-sign-on portal.
That late fee does not mean dissolution is immediate. Section 48-3a-708 first waits until the
report or required payment is 60 days overdue before the Division may commence an
administrative-dissolution proceeding.
Dissolution requires a second 60-day period
After the 60-days-late ground exists, the Division must serve a written determination. The
LLC then has another 60 days after service to cure or show that the stated ground does
not exist. Only after that notice period may the Division file a statement of administrative
dissolution.
An administratively dissolved LLC continues to exist, but it may conduct only activity needed
to wind up and liquidate or to seek reinstatement.
Current § 48-3a-709 permits a domestic LLC to apply for reinstatement at any time, not
only within two years. The company must cure the ground and pay everything that was due at
dissolution plus the fees, taxes, interest, and penalties that would have accrued while it was
dissolved. The Division's posted materials list a $54 reinstatement fee. Utah holds the
company's name and assumed name for five years; if reinstated, the result relates back to the
dissolution date, subject to rights someone acquired in reliance on the dissolution.
A foreign LLC follows a different path. Its registration may be terminated after the report is
60 days late, but the termination notice must set an effective date at least 60 days after the
notice is delivered, and curing before that date stops termination (§ 48-3a-910). The Division
states that foreign entities cannot reinstate after termination.
The statute numbers change October 1, 2026
The current Title 48 provisions remain operative through September 30, 2026. Enacted
2026 Utah Laws chapter 93 renumbers the Utah Revised Uniform Limited Liability Company
Act to Title 16, chapter 20 on October 1, 2026. Thus §§ 48-3a-212, -708, -709, and -910
become §§ 16-20-212, -708, -709, and -910. The recodification changes where the rules are
found; the current annual-renewal calendar and enforcement sequence do not disappear.
What trips people up
- Anniversary month is not anniversary day. The statute gives the whole month containing
the anniversary date. - Formation year is skipped. The first report belongs to the following calendar year,
even if a full year has not passed when that anniversary month arrives. - The first 60 days do not themselves dissolve the LLC. They create the ground to begin
the proceeding. A separate notice then starts another 60-day cure period. - Old reinstatement guides still say two years. The Legislature removed that limit in
2024. Current § 48-3a-709 says a domestic LLC may apply at any time if its name is
available. - Citations move on October 1, 2026. After that date, use Title 16, chapter 20 rather than
Title 48, chapter 3a.
Common questions
If I formed on December 20, 2025, when was my first renewal due?
During December 2026. The report is due in the anniversary month in each calendar year
after the formation year.
Can I reinstate more than two years after dissolution?
Under current law, yes. Section 48-3a-709 now says "at any time," provided the name is
available and the statutory cure and payment requirements are met.
Does a foreign LLC use domestic reinstatement?
No. It should cure during the termination-notice period. The Division's current instructions
state that foreign entities cannot reinstate after termination.
Statutes and sources
- Utah Code § 48-3a-212 — annual duty, contents, first-report rule, and anniversary-month
window.
https://le.utah.gov/xcode/Title48/Chapter3A/C48-3a-S212_1800010118000101.pdf (accessed 2026-07-16) - Utah Code § 48-3a-708 — 60-days-late ground, notice, second 60-day cure, dissolution,
and post-dissolution limits.
https://le.utah.gov/xcode/Title48/Chapter3A/C48-3a-S708_1800010118000101.pdf (accessed 2026-07-16) - Utah Code § 48-3a-709 — current unlimited-time reinstatement, five-year name hold,
accrued payments, and relation back.
https://le.utah.gov/xcode/Title48/Chapter3A/C48-3a-P7_1800010118000101.pdf (accessed 2026-07-16) - Utah Code § 48-3a-910 — foreign-registration termination and cure.
https://le.utah.gov/xcode/Title48/Chapter3A/C48-3a-S910_1800010118000101.pdf (accessed 2026-07-16) - Utah Division of Corporations, Annual Report / Renewal Form — $18 renewal, $10 late
fee, anniversary date, and filing channels.
https://commerce.utah.gov/wp-content/uploads/2021/10/renewal.pdf (accessed 2026-07-16) - Utah Division of Corporations, fee schedule and reinstatement materials — surcharge
treatment and $54 domestic LLC reinstatement filing.
https://commerce.utah.gov/wp-content/uploads/2023/04/currentfees.pdf (accessed 2026-07-16) - 2026 Utah Laws chapter 93 (SB 41) — renumbers the LLC Act to Title 16, chapter 20 on
October 1, 2026.
https://le.utah.gov/~2026/bills/static/SB0041.html (accessed 2026-07-16)
Source links
Every statute quoted above, linked, with the date we checked it.
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