Utah § 16-21-301 - Standard of conduct for members. (Effective 10/1/2026)

Full text of Utah Utah Code § 16-21-301 — Standard of conduct for members. (Effective 10/1/2026), with citation guidance and answers to common questions.

§ 16-21-301. Standard of conduct for members. (Effective 10/1/2026)

Effective 10/1/2026
16-21-301. Standard of conduct for members.

(1)

When discharging a duty under this chapter, each member of a member-managed benefit company:

(a)

shall consider the effect of any action or inaction on:

(i)	the members of the benefit company;

(ii)	the employees and workforce of the benefit company;

(iii)

the interests of customers as beneficiaries of the benefit company's general public benefit purpose or specific public benefit purpose;

(iv)	community and societal considerations, including those of each community in which offices or facilities of the benefit company or the benefit company's subsidiaries or suppliers are located;

(v)	the local and global environment;

(vi)	the short-term and long-term interests of the benefit company, including benefits that may accrue to the benefit company from the benefit company's long-term plans and the possibility that the interests may be best served by the continued independence of the benefit company; and

(vii)

the ability of the benefit company to accomplish the benefit company's general public benefit purpose and any specific public benefit purpose; and

(b)	may consider other pertinent factors or the interests of any other group that the member considers appropriate.

(2)

A member is not required to prioritize the interests of a person or factor described in Subsection (1)(a) or (b) over the interests of any other person or factor, unless the benefit company's certificate of organization states an intention to give priority to certain interests related to the benefit company's accomplishment of the benefit company's general public benefit purpose or a specific public benefit purpose identified in the benefit company's certificate of organization.

(3)	A member's consideration of interests and factors in accordance with Subsections (1) and (2) does not constitute a violation of Section 16-20-409.

(4)	A member of a member-managed limited liability company that is a benefit company does not have a duty to a person who is a beneficiary of the benefit company's general public benefit purpose or a specific public benefit purpose arising from the person's status as a beneficiary.

Renumbered and Amended by Chapter 92, 2026 General Session

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

Frequently Asked Questions About Utah § 16-21-301

What does Utah Code § 16-21-301 cover?

Section 16-21-301 ("Standard of conduct for members. (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 § 16-21-301?

A common citation format is "Utah Code § 16-21-301" (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 § 16-21-301 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 § 16-21-301 at the Utah source

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