Think of all the people you communicate with regularly to run your LLC. Business partners, employees, banks, lawyers, and financial advisors all probably come to mind. But what about the state? It may not be at the top of your list, but running a successful LLC in Utah requires consistent interaction with the state.
Formation documents, business information changes, lawsuits, professional licenses, and Business Renewals – all of these (and more) require you to work with state agencies. The good news is that you don’t need to do it yourself.
Introducing the registered agent. A Utah registered agent is an intermediary for your LLC, a person or company that handles your communication with the state. They’re a vital part of any LLC’s success. Before you file your Certificate of Organization, you’ll need to have a designated registered agent. How? Why? Who? Read on to find out.
What is a Utah Registered Agent & is it Necessary?
Yes, you can’t form an LLC or do business in Utah without first having a registered agent on file with the Division of Corporations and Commercial Code. This is required by law and the penalties can be serious. Maintaining a registered agent doesn’t just keep you in good standing. It also provides an important service.
Think of your registered agent as your ambassador to the state, handling all your LLC’s important legal, tax, and compliance information. This can either be an individual, company or registered agent service, as long as they meet the state’s requirements and agree to take on service of process responsibilities.
As soon as they’re appointed, your registered agent must be consistently available in Utah to receive and act on mailed documents and service of process. But don’t take it from us. Here’s what the Utah Division of Corporations and Commercial Code specifically says:
Make sure you maintain a valid registered agent at all times because the state won’t hesitate to dish out penalties. If you happen to lose your registered agent and go more than 30 days without appointing a replacement, your LLC can be administratively dissolved.
What are the Requirements of a Registered Agent?
While Utah is fairly flexible with registered agent appointments, you can’t just grab anyone to assume the role. An acceptable registered agent must:
- Be an individual Utah resident or a corporation authorized to do business in the state.
- Have a physical address in Utah (P.O. boxes not allowed).
- Have a mailing address in Utah (can be identical to physical address).
You can serve as your LLC’s registered agent, as long as you meet these requirements and don’t mind taking on the responsibility. However, an LLC cannot be its own agent.
No matter who you choose, you will need to include their information on your Certificate of Organization. Here’s exactly what you’ll see on the form:
Note that the form distinguishes between “commercial” and “non-commercial” registered agents. A Commercial Registered Agent is simply one that has put their information on file with the Division of Corporations and Commercial Code, while a non-commercial one has not. Both are equally valid choices.
When you’ve got potential options for your registered agent, review each one to make sure that they meet these requirements. If they do, you’re good to go! If not, you’ll need to keep looking.
Who can be a Registered Agent in Utah?
Utah’s registered agent requirements are pretty broad, so you’ll have no shortage of options. On top of that, your agent can be either an individual or a professional service. But think carefully before choosing, because each option has its own pros and cons. Let’s take a closer look.
You may choose to appoint a single person as your registered agent. Some LLC owners take on registered agent duties themselves. Others appoint one of their partners or managers. Some will even appoint a family member. As long as the proposed agent fulfills the state’s requirements, they’re a valid option.
In addition to being a Utah resident, your agent must not currently be establishing residency or receiving benefits in another state, even if that residency is still forthcoming.
Some smart registered agent choices include attorneys, accountants, or other LLC partners, people who understand the ins and outs of business operations.
- Convenience – Having familiarity and mutual trust with your registered agent is extremely beneficial, and appointing an acquaintance can provide both. Plus, you’ll always know how to contact them.
- Cost – Hiring someone you know often won’t cost a dime. It’s certainly cheaper than a professional service.
- Scheduling – Part of a registered agent’s duty is being consistently available to receive mailed documents and service of process. If your agent goes on vacation or moves out of state, it will throw a wrench in your plans.
- Punctuality Risks – Some state communications and filings are very time-sensitive. If your agent is unavailable when documents are delivered, it could slow down the entire process and put you at risk for late fees and penalties. Even worse, a friend or family member could lose or misplace a document. So if you’d rather not interrogate Aunt Louise about the location of a particular tax form, you might consider using a registered agent service instead.
Registered Agent Service
If safety and reliability is your goal, hire a registered agent service. A business acting as your registered agent must be either a domestic entity in Utah or a foreign entity who has foreign qualified in Utah.
- Privacy – Some documents delivered to your registered agent will contain sensitive information. Do you want details about your lawsuit or taxes lost out there in the world? Definitely not. A friend or family member might misplace these documents, but a professional service will not. Plus, in Utah, all registered agent names and addresses are available to the public. This might make an individual uncomfortable, but hiring a company will keep this personal information off the record.
- Reliability – Handling and processing time-sensitive documents is a registered agent service’s specialty, its area of expertise, its main game. Hire a professional service and you can be sure that your filings will be submitted properly and punctually, so you’ll never have to deal with late fees or other penalties.
- Location – Many registered agent companies offer service in most or all 50 states, so if business is booming and you decide to expand outside Utah, you won’t need to find a new agent for each state.
- Cost – There’s no getting around it – hiring a service costs more than appointing an individual who’s willing to do it for free. However, for a reasonable price (roughly $100/year), you’ll receive premium services. Taking your car to a mechanic costs more than letting your neighbor try to fix it, but the mechanic gives you peace of mind that the job will get done right, and that may very well be worth the cost.
All of the other steps in the LLC formation process will keep you busy, but take some time to ensure you find a registered agent that fits with your business model, goals, and values. Do this, and your LLC will reap the benefits for years to come.
How to get a Free Registered Agent
Here’s a pro tip: you can get the reliability of a registered agent service and the cost-effectiveness of an individual. The best of both worlds. When you hire certain LLC services to start your business, they’ll throw in free registered agent service.
How it Works
Hire a company like IncFile or ZenBusiness to form your Utah LLC. In addition to taking care of your Certificate of Organization and other formation requirements, they will automatically include a registered agent. It’s a great two-for-one deal.
And an LLC service is pretty affordable – $70 for the Utah LLC formation fee, plus a small service fee. That’s great value for the number of benefits you receive. Some services will even cover and consolidate your LLC formation costs.
Take this route and you’ll sweep all formation paperwork and registered agent duties off your plate. Plus, to keep track of everything, these services provide user-friendly online dashboards, so you can follow everything they’re doing to keep your LLC in good standing.
Registered Agent Changes and Resignation
You may have a wonderful registered agent, someone who takes care of everything efficiently and who you trust completely. But you know what they say: all good things must come to an end. At some point in the life of your LLC, you may need to change your Utah registered agent.
When your former agent is out the door and you have a new one ready to go, you can make the swap one of two ways, both of which come with a $15 fee. The first, which is recommended by the Division of Corporations and Commercial Code, is through the state’s online filing portal. You will need to log in with your entity ID number (find it by searching your LLC name), or requesting an Access ID. From there, you’ll be able to make the change, and it will take effect the next day.
Option number two is a paper form, which you can download, complete, and mail to:
Utah Division of Corporations & Commercial Code
P.O. Box 146705
Salt Lake City, UT 84114-6705
In the case that your registered agent change coincides with your Business Renewal filing, simply include your new agent’s information there free of charge. This is the most efficient and cost-effective option, so utilize it if you can!
The most common reason you might need to make this change is because of a registered agent’s resignation.
The Division of Corporations and Commercial Code doesn’t require agents to notify their LLCs before submitting a resignation, so it’s good practice to always have a backup in mind, just in case. Once your agent files an official resignation form, you will have 30 days to appoint a successor, or your LLC could be administratively dissolved by the state.
Have Questions or Concerns?
This guide contains almost everything there is to know about Utah registered agents. However, you might have a unique situation that requires additional information. Reaching out to the Utah Division of Corporations and Commercial Code is easy, and they’ll have the answers you need. Here’s how to go about it:
Visit Their Website
The Division of Corporations and Commercial Code website has a ton of great information about registered agents and the LLC formation process in general, so you’ll likely find answers to your questions there.
Give Them a Call
If you’d prefer to speak with a real person, reach out to their Salt Lake City office at (801) 530-4849.
Alternatively, you could reach out to Northwest Registered Agent (the best registered agent service in our opinion) via phone or email. They’re quick to respond and very knowledgeable.