16-6a-103.  Notice.

(1)  Notice given under this chapter shall be in writing unless oral notice is reasonable under the circumstances.

Terms Used In Utah Code 16-6a-103

  • Address: includes :
(i) a post office box number;
(ii) a rural free delivery route number; and
(iii) a street name and number. See Utah Code 16-6a-102
  • Articles of incorporation: include :
    (a) amended articles of incorporation;
    (b) restated articles of incorporation;
    (c) articles of merger; and
    (d) a document of a similar import to the documents described in Subsections (3)(a) through (c). See Utah Code 16-6a-102
  • Bylaws: includes :
    (i) amended bylaws; and
    (ii) restated bylaws. See Utah Code 16-6a-102
  • Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
  • Foreign nonprofit corporation: means an entity:
    (a) incorporated under a law other than the laws of this state; and
    (b) that would be a nonprofit corporation if formed under the laws of this state. See Utah Code 16-6a-102
  • Governmental subdivision: means :
    (a) a county;
    (b) a city;
    (c) a town; or
    (d) another type of governmental subdivision authorized by the laws of this state. See Utah Code 16-6a-102
  • Member: includes :
    (i) "voting member"; and
    (ii) a shareholder in a water company. See Utah Code 16-6a-102
  • Notice: means the same as that term is defined in Section 16-6a-103. See Utah Code 16-6a-102
  • Person: means an:
    (a) individual; or
    (b) entity. See Utah Code 16-6a-102
  • Principal office: means :
    (a) the office, in or out of this state, designated by a domestic or foreign nonprofit corporation as its principal office in the most recent document on file with the division providing that information, including:
    (i) an annual report;
    (ii) an application for a certificate of authority; or
    (iii) a notice of change of principal office; or
    (b) if no principal office can be determined, a domestic or foreign nonprofit corporation's registered office. See Utah Code 16-6a-102
  • Registered agent: means the registered agent of:
    (a) a domestic nonprofit corporation; or
    (b) a foreign nonprofit corporation. See Utah Code 16-6a-102
  • Registered office: means the office within this state designated by a domestic or foreign nonprofit corporation as its registered office in the most recent document on file with the division providing that information, including:
    (a) articles of incorporation;
    (b) an application for a certificate of authority; or
    (c) a notice of change of registered office. See Utah Code 16-6a-102
  • Secretary: means the corporate officer to whom the bylaws or the board of directors delegates responsibility under Subsection 16-6a-818(3) for:
    (a) the preparation and maintenance of:
    (i) minutes of the meetings of:
    (A) the board of directors; or
    (B) the members; and
    (ii) the other records and information required to be kept by the nonprofit corporation pursuant to Section 16-6a-1601; and
    (b) authenticating records of the nonprofit corporation. See Utah Code 16-6a-102
  • State: when applied to the different parts of the United States, includes a state, district, or territory of the United States. See Utah Code 68-3-12.5
  • Writing: includes :Utah Code 68-3-12.5
  • (2) 

    (a)  Notice may be communicated:

    (i)  in person;

    (ii)  by telephone;

    (iii)  by electronic transmission; or

    (iv)  by mail or private carrier.

    (b)  If the forms of personal notice described in Subsection (2)(a) are impracticable, notice may be communicated by:

    (i) 

    (A)  a newspaper of general circulation in the county or similar governmental subdivision in which the corporation‘s principal or registered office is located; and

    (B)  as required in Section 45-1-101; or

    (ii)  radio, television, or other form of public broadcast communication in the county or similar governmental subdivision in which the corporation’s principal or registered office is located.

    (3)  Written notice to a domestic or foreign nonprofit corporation authorized to conduct affairs in this state may be addressed to:

    (a)  its registered agent at its registered office; or

    (b)  the corporation’s secretary at its principal office.

    (4) 

    (a)  Written notice by a domestic or foreign nonprofit corporation to its members, is effective as to each member when mailed, if:

    (i)  in a comprehensible form; and

    (ii)  addressed to the member’s address shown in the domestic or foreign nonprofit corporation’s current record of members.

    (b)  If three successive notices given to a member pursuant to Subsection (5) have been returned as undeliverable, further notices to that member are not necessary until another address of the member is made known to the nonprofit corporation.

    (5)  Except as provided in Subsection (4), written notice, if in a comprehensible form, is effective at the earliest of the following:

    (a)  when received;

    (b)  five days after it is mailed; or

    (c)  on the date shown on the return receipt if:

    (i)  sent by registered or certified mail;

    (ii)  sent return receipt requested; and

    (iii)  the receipt is signed by or on behalf of the addressee.

    (6)  Oral notice is effective when communicated if communicated in a comprehensible manner.

    (7)  Notice by publication is effective on the date of first publication.

    (8)  A written notice or report delivered as part of a newsletter, magazine, or other publication regularly sent to members shall constitute a written notice or report if:

    (a)  addressed or delivered to the member’s address shown in the nonprofit corporation’s current list of members; or

    (b)  if two or more members are residents of the same household and have the same address in the nonprofit corporation’s current list of members, addressed or delivered to one of the members at the address appearing on the current list of members.

    (9) 

    (a)  If this chapter prescribes notice requirements for particular circumstances, the notice requirements for the particular circumstances govern.

    (b)  If articles of incorporation or bylaws prescribe notice requirements not inconsistent with this section or other provisions of this chapter, the notice requirements of the articles of incorporation or bylaws govern.

    Amended by Chapter 240, 2015 General Session