Utah Code 48-3a-708. Administrative dissolution
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(1) The division may commence a proceeding under Subsections (2) and (3) to dissolve a limited liability company administratively if the limited liability company does not:
Terms Used In Utah Code 48-3a-708
- Assets: (1) The property comprising the estate of a deceased person, or (2) the property in a trust account.
- Division: means the Division of Corporations and Commercial Code. See Utah Code 48-3a-102
- Registered agent: means an agent of a limited liability company or foreign limited liability company which is authorized to receive service of any process, notice, or demand required or permitted by law to be served on the company. See Utah Code 48-3a-102
- State: means a state of the United States, the District of Columbia, Puerto Rico, the United States Virgin Islands, or any territory or insular possession subject to the jurisdiction of the United States. See Utah Code 48-3a-102
(1)(a) pay any fee, tax, interest, or penalty required to be paid to the division not later than 60 days after it is due;
(1)(b) deliver an annual report to the division not later than 60 days after it is due; or
(1)(c) have a registered agent in this state for 60 consecutive days.
(2) If the division determines that one or more grounds exist for administratively dissolving a limited liability company, the division shall serve the limited liability company with notice in a record of division’s determination.
(3) If a limited liability company, not later than 60 days after service of the notice under Subsection (2), does not cure or demonstrate to the satisfaction of the division the nonexistence of each ground determined by the division, the division shall administratively dissolve the limited liability company by signing a statement of administrative dissolution that recites the grounds for dissolution and the effective date of dissolution. The division shall file the statement and serve a copy on the limited liability company pursuant to Section 48-3a-209.
(4) A limited liability company that is administratively dissolved continues in existence as an entity but may not carry on any activities except as necessary to wind up its activities and affairs and liquidate its assets under Sections 48-3a-703, 48-3a-705, 48-3a-706, 48-3a-707, and 48-3a-711, or to apply for reinstatement under Section 48-3a-709.
(5) The administrative dissolution of a limited liability company does not terminate the authority of its registered agent.