LLC Registered-Agent and Registered-Office Requirements in Utah

At a glance

Requirements one by one

Governing law and terminology

Since October 1, 2026, Utah Code Title 16, Chapter 1a, Part 4 governs the registered agent for a domestic LLC. The LLC formation certificate is governed by § 16-20-201. Enacted 2026 S.B. 40 repealed the former Model Registered Agents Act and former Title 48 agent provisions. The current law regulates the agent and its filed address; it does not impose a separate ordinary-LLC registered-office duty.

Continuous designation duty

Section 16-1a-402 requires a domestic filing entity to designate and maintain a Utah registered agent. Section 16-20-201(2)(c) makes the § 16-1a-404 agent information part of the certificate of organization. The duty continues after formation.

Eligible individual

The current definition of a noncommercial registered agent includes an individual serving in Utah; a listed commercial agent can also be an individual. These provisions state no minimum age, residency, citizenship, ownership, or fixed office-hours qualification. An LLC member, manager, organizer, owner, or employee may serve in an individual capacity if the person meets the filing-address and consent rules.

Eligible entity and self-service

A domestic or foreign entity can serve as a noncommercial registered agent or become a listed commercial agent. Under § 16-1a-405, a commercial agent lists a physical Utah place of business for receipt of process and notices. The Division's current certificate instructions require a business-entity agent to be registered and in good standing and say, “A company CANNOT serve as its own Registered Agent.” Those instructions retain former section citations; the enacted chapter controls the statutory details.

Registered office, address, and hours

Section 16-1a-403 requires an in-state street address and a distinct in-state mailing address if applicable for addresses required by Chapter 1a, subject to its stated exception. A noncommercial agent's name and address go in the agent filing; a commercial agent's listing gives a physical Utah business address. The cited law states no fixed daily availability window. The LLC's principal-office address is a separate certificate item.

Consent and initial filing

Under § 16-1a-404, identify a commercial agent by name, or a noncommercial agent by name and address, or an office or position and mailing address under the statute's alternative. The entity signs the agent filing. Its designation affirms that the agent consents; the cited provision does not call for a separate agent signature or acceptance filing.

Change, resignation, and replacement

Under § 16-1a-407, the LLC may sign and file a statement changing its agent information or amend its registered-agent filing. A new-agent designation affirms consent. A noncommercial agent files a signed name or address change and promptly notifies the entity; a commercial agent's signed change affects all represented entities and it promptly notifies them under §§ 16-1a-408–409.

A commercial listing termination takes effect at 12:01 a.m. 31 days after filing and requires prompt notice. Until a former client designates a new commercial agent, process may still be delivered to the terminated commercial agent under § 16-1a-406(5). An agent's resignation takes effect on the earlier of a replacement or 12:01 a.m. on day 31 after the Division files it; the agent promptly notifies the LLC.

Agent duties and service

Section 16-1a-412 makes the agent a service route for process, notices, and demands. Under § 16-1a-413, the agent forwards received material to the entity at its latest supplied address, gives required notices, and keeps applicable agent information current. The provision gives no numbered forwarding deadline.

Lapse consequences and fallback service

After 60 consecutive calendar days without a registered agent, § 16-1a-602 permits administrative dissolution proceedings. The Division first sends notice; § 16-1a-603 gives the LLC 60 days after notice to cure or disprove the ground before dissolution.

If there is no agent or reasonable diligence cannot serve one, § 16-1a-412 permits registered or certified mail, return receipt requested, or similar commercial delivery to the LLC's principal office. Its receipt, return-receipt, and five-day dispatch rules determine effectiveness. If that route fails, service may be made on the person in charge of a regular business location or activity, provided the person is not also a party to the action.

What trips people up

The old Model Registered Agents Act is repealed. Former guidance still cites it, but current address, change, resignation, and fallback-service rules are in Title 16, Chapter 1a.

The LLC and an owner are distinct appointees. The Division says an LLC cannot serve as its own agent. A qualifying owner can be named personally.

Resignation does not immediately end the appointment. Replacement can end it earlier; otherwise the current rule specifies 12:01 a.m. on the 31st day after filing.

Common questions

Can I personally be my LLC's Utah agent?

Yes, if you qualify as an individual agent, supply the required Utah address, and consent to serve.

Must the agent sign the formation certificate?

The cited agent provision requires the entity's designation and affirms the agent's consent; it does not state a separate agent-signature requirement.

Does having no agent prevent service of a lawsuit?

No. Section 16-1a-412 supplies mail or commercial-delivery and business-location alternatives when the agent is absent or cannot be served with reasonable diligence.

Statutes and sources

• 2026 Utah S.B. 40, enrolled, current §§ 16-1a-402–413, -602–603 and 16-20-201, effective October 1, 2026; retrieved October 2, 2026.
• Division certificate instructions, retrieved October 2, 2026; its old section citations are superseded.