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UT SB0040

UT SB0040
Business Entity Amendments


summary

Introduced
01/20/2026
In Committee
02/05/2026
Crossed Over
01/21/2026
Passed
Dead

Introduced Session

Potential new amendment
2026 General Session

Bill Summary

General Description: This bill amends provisions relating to business entities.

AI Summary

This bill amends Utah law concerning business entities by clarifying definitions and responsibilities within the Division of Corporations and Commercial Code, and by updating various provisions related to business entity filings, names, registered agents, foreign entities, administrative dissolution, mergers, interest exchanges, conversions, domestications, and partnerships. Key changes include renumbering and reorganizing sections within Title 13 and Title 16, defining terms like "acquired entity," "acquiring entity," "business corporation," and "governor," and establishing clearer procedures for filing documents, reserving names, registering foreign entities, and managing registered agents. The bill also revises rules for mergers, interest exchanges, conversions, and domestications, ensuring consistency across different business entity types, and updates provisions for partnerships and limited liability companies, including their formation, management, contributions, distributions, dissociation, dissolution, and winding up. Importantly, it clarifies the application of general business entity provisions to specific entity types like nonprofit corporations, partnerships, and limited liability companies, and updates references to federal laws and other state statutes.

Committee Categories

Business and Industry

Sponsors (2)

Last Action

House/ to Senate in Senate Secretary (on 02/12/2026)

bill text


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bill summary

Document Type Source Location
State Bill Page https://le.utah.gov/~2026/bills/static/SB0040.html
House Committee Report SB0040 https://pf.utleg.gov/public-web/sessions/2026GS/comreport/SB0040H02.pdf
House Amendment 1 https://le.utah.gov/Session/2026/bills/amended/SB0040S03.Hamd.1.pdf
Fiscal Note SB0040S03 https://pf.utleg.gov/public-web/sessions/2026GS/fiscal-notes/SB0040S03.fn.pdf
Fiscal Note SB0040S02 https://pf.utleg.gov/public-web/sessions/2026GS/fiscal-notes/SB0040S02.fn.pdf
Fiscal Note SB0040S01 https://pf.utleg.gov/public-web/sessions/2026GS/fiscal-notes/SB0040S01.fn.pdf
BillText https://le.utah.gov/Session/2026/bills/introduced/SB0040S03.pdf
Comparison to Sub #2 https://le.utah.gov/Session/2026/bills/introduced/CP%20SB0040S02%20To%20SB0040S03.pdf
Comparison to Sub #1 https://le.utah.gov/Session/2026/bills/introduced/CP%20SB0040S01%20To%20SB0040S03.pdf
Comparison to Original Bill https://le.utah.gov/Session/2026/bills/introduced/CP%20SB0040%20To%20SB0040S03.pdf
BillText https://le.utah.gov/Session/2026/bills/introduced/SB0040S01.pdf
BillText https://le.utah.gov/Session/2026/bills/introduced/SB0040S02.pdf
Comparison to Sub #1 https://le.utah.gov/Session/2026/bills/introduced/CP%20SB0040S01%20To%20SB0040S02.pdf
Comparison to Original Bill https://le.utah.gov/Session/2026/bills/introduced/CP%20SB0040%20To%20SB0040S01.pdf
Comparison to Original Bill https://le.utah.gov/Session/2026/bills/introduced/CP%20SB0040%20To%20SB0040S02.pdf
Fiscal Note SB0040 https://pf.utleg.gov/public-web/sessions/2026GS/fiscal-notes/SB0040.fn.pdf
BillText https://le.utah.gov/Session/2026/bills/introduced/SB0040.pdf
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