Utah LLC Operating Agreement

Set out who owns your Utah LLC, who manages it, and how profits are split — and download a print-ready PDF. Single-member or multi-member. Free, no signup. The preview updates as you type.

Reflects current Utah rules · 2026 Official source linked Free PDF · no signup · nothing uploaded

Maintained by Rapi Stack · Every state-specific figure on this page is cited to its statute or official agency page · Dataset last verified 2026 · Not legal advice.

Utah LLC act rules · as of 2026

Required by law?: No — but strongly recommended
Recognized form: "the agreement, whether or not referred to as an operating agreement and whether oral, implied, in a record, or in any combination thereof, of all the members of a limited liability company, including a sole member" (Utah Code § 48-3a-102(16))
Governing act: Utah Revised Uniform Limited Liability Company Act (Utah Code Title 48, Chapter 3a)

Without an agreement: Distributions made before dissolution and winding up "must be in equal shares among members and persons dissociated as members" — Utah Code § 48-3a-404(1). Source: Utah Code §§ 48-3a-102(16), 48-3a-112 · verify ↗.

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Why your Utah LLC needs this — even single-member

It overrides the default rules. Without an agreement, the Utah Revised Uniform Limited Liability Company Act (Utah Code Title 48, Chapter 3a) decides how profits are split and who can act for the company — not you.
It protects limited liability. A written agreement is core evidence that the LLC is a real, separate entity.
Banks and lenders ask for it. Opening a business account or getting a loan routinely requires it.

Utah law

No — Utah does not require an operating agreement (as of 2026): Not required. RULLCA-style: the operating agreement (which can be oral or implied) governs the matters in § 48-3a-112(1); to the extent it does not, the chapter's default rules govern (§ 48-3a-112(2)). Note: the Utah Legislature has scheduled a renumbering of this chapter effective Oct. 1, 2026.. But without one, the default rules of the Utah Revised Uniform Limited Liability Company Act (Utah Code Title 48, Chapter 3a) decide ownership, management, and profit questions for you — which is why one is strongly recommended even for single-member LLCs. Source: Utah Code §§ 48-3a-102(16), 48-3a-112. Check the current Utah LLC rules before relying on any default.

Frequently asked questions

Is an operating agreement required in Utah?

Does the operating agreement get filed with the state?

No. Unlike the formation certificate (articles of organization), the operating agreement is an internal document — you sign it, keep it with your records, and give each member a copy. Banks, lenders, and courts may ask to see it, but no Utah agency records it.

Can the agreement be oral in Utah?

Utah's statute recognizes: "the agreement, whether or not referred to as an operating agreement and whether oral, implied, in a record, or in any combination thereof, of all the members of a limited liability company, including a sole member" (Utah Code § 48-3a-102(16)) (Utah Code §§ 48-3a-102(16), 48-3a-112). Even where oral or implied agreements count, put yours in writing — proving an oral term in a dispute between members is exactly the fight the document exists to prevent.

How does Utah compare? See which states actually require an operating agreement, every claim cited to the state LLC act.

How Utah compares

Computed from our 51-jurisdiction dataset (as of 2026). Source for Utah: Utah Code §§ 48-3a-102(16), 48-3a-112 ↗.

Utah is one of 47 of 51 jurisdictions that leave the operating agreement optional (statutory default rules apply without one) (4 require an LLC to have an operating agreement).

The rest of what Utah requires

The figures below are Utah's, not national averages — each one is the value we verified for this state, with the statute it comes from. Follow a row to the full Utah page for that document.

Security deposit cap · as of 2026: No statutory limit Utah Code §57-17-3 ↗
Deposit return deadline · as of 2026: 30 days after move-out Utah Code §57-17-3 ↗
Notice to end a month-to-month tenancy · as of 2026: 15 days Utah Code §57-17-3 ↗
Notice for unpaid rent · as of 2026: 3 days to pay or quit Utah Code § 78B-6-802 ↗
Notice to cure a lease violation · as of 2026: 3 days Utah Code § 78B-6-802 ↗
Small claims limit · as of 2026: $20,000 Utah Code § 78A-8-102 ↗
Where you file · as of 2026: Small Claims Court (a department of the Justice Court; district court where no justice court exists) · filing fee Tiered by claim size (Utah Code §78A-2-301.5): $60 for claims of $2,000 or less; $100 for claims over $2,000 up to $7,500; $185 for claims of $7,500 or more. Defendant counter affidavits carry parallel tiered fees. Utah Code § 78A-8-102 ↗
Rental application fee · as of July 2026: No statutory limit Utah Legislature ↗
Bill of sale notarization · as of 2026: Not required Utah DMV (Form TC-843) ↗
Power of attorney signing · as of 2026: Notarization required Utah Code §75A-2-105 (form §75A-2-301) ↗
Recording a deed · as of 2026: County Recorder (Utah Code § 57-3-101 — 'the office of the recorder of the county where the real property is located') · no witnesses Utah Code §§ 57-1-13, 57-3-101 ↗

LLC operating agreement in other states

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