Utah § 16-21-103 - Benefit company status. (Effective 10/1/2026)

Full text of Utah Utah Code § 16-21-103 — Benefit company status. (Effective 10/1/2026), with citation guidance and answers to common questions.

§ 16-21-103. Benefit company status. (Effective 10/1/2026)

Effective 10/1/2026
16-21-103. Benefit company status.

(1)	A person may form a benefit company in accordance with Chapter 20, Utah Revised Uniform Limited Liability Company Act, except the certificate of organization shall state that the limited liability company is a benefit company.

(2)

(a)	A limited liability company may elect to become a benefit company by amending, in accordance with Section 16-20-202, the limited liability company's certificate of organization to contain a statement that the limited liability company is a benefit company.

(b)	An amendment described in Subsection (2)(a) is not effective unless the amendment is adopted by at least the minimum status vote.

(3)

If an entity that is not a benefit company is a party to a merger or is the exchanging entity in an interest exchange, and the surviving entity in the merger or interest exchange is a benefit company, the merger or interest exchange is not effective unless the merger or interest exchange is adopted by the entity by at least the minimum status vote.

(4)

(a)

A benefit company may terminate the benefit company's status as a benefit company and cease to be subject to this chapter by amending the benefit company's certificate of organization in accordance with Section 16-20-202 to delete the provision described in Subsection (1) or (2) that states that the limited liability company is a benefit company.

(b)	An amendment described in Subsection (4)(a) is not effective unless the amendment is adopted by at least the minimum status vote.

(5)

(a)	If a proposed merger or interest exchange would have the effect of terminating a benefit company's status as a benefit company, the merger or interest exchange is not effective unless the merger or interest exchange is adopted by at least the minimum status vote.

(b)	Unless the transaction is in the usual and regular course of the benefit company's business, a sale, lease, exchange, or other disposition of all or substantially all of the assets of a benefit company is not effective unless the transaction is approved by at least the minimum status vote.

Renumbered and Amended by Chapter 92, 2026 General Session

Source: official Utah text · Last verified 2026-08-27

Frequently Asked Questions About Utah § 16-21-103

What does Utah Code § 16-21-103 cover?

Section 16-21-103 ("Benefit company status. (Effective 10/1/2026)") is part of the Utah Code, the codified statutory law of Utah. It sets out the legal rule or procedure described in the text above. Statutes are amended regularly, so always verify against the official source.

How do I cite Utah § 16-21-103?

A common citation format is "Utah Code § 16-21-103" (Utah). Legal writing may require the code abbreviation, section number, and year or edition. Match the style required by your court, professor, or publisher.

Is this the official text of Utah law?

No. This page is for research and education and may not include the most recent amendments. For official current law, check the Utah official source linked on this page or consult a licensed Utah attorney.

How does Utah § 16-21-103 apply to my situation?

Statutes are interpreted in context, and application depends on your specific facts. Only a licensed attorney in Utah can advise on how this section applies to you. Contact your state or local bar association for a referral.

Sources & Verification

Official text of § 16-21-103 at the Utah source

Not legal advice. Verify against the official source and consult a licensed attorney in Utah.