Utah § 48-3a-701 Events causing dissolution.

Utah Statutes

§ 48-3a-701 — Events causing dissolution.

Utah § 48-3a-701

Title 48Unincorporated Business Entity Act

Ch. 48-3aUtah Revised Uniform Limited Liability Company Act

Part 48-3a-7Dissolution and Winding up

This text of Utah § 48-3a-701 (Events causing dissolution.) is published on Counsel Stack Legal Research, covering Utah primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook

Utah Code Ann. § 48-3a-701 (2026).

Text

A limited liability company is dissolved, and its activities and affairs must be wound up, upon the occurrence of any of the following:

(1)an event, circumstance, or date that the certificate of organization or operating agreement states causes dissolution;

(2)the consent of all the members;

(3)the passage of 90 consecutive days during which the limited liability company has no members unless:

(3)(a) consent to admit at least one specified person as a member is given by transferees owning the rights to receive a majority of distributions as transferees at the time the consent is to be effective; and

(3)(b) at least one person becomes a member in accordance with the consent;

(4)upon a petition brought by a member, the entry of a court order dissolving the limited liability company on th

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A limited liability company is dissolved, and its activities and affairs must be wound up, upon the occurrence of any of the following:
(1) an event, circumstance, or date that the certificate of organization or operating agreement states causes dissolution;
(2) the consent of all the members;
(3) the passage of 90 consecutive days during which the limited liability company has no members unless:
(3)(a) consent to admit at least one specified person as a member is given by transferees owning the rights to receive a majority of distributions as transferees at the time the consent is to be effective; and
(3)(b) at least one person becomes a member in accordance with the consent;
(4) upon a petition brought by a member, the entry of a court order dissolving the limited liability company on the grounds that:
(4)(a) the conduct of all or substantially all of the limited liability company's activities and affairs is unlawful; or
(4)(b) it is not reasonably practicable to carry on the limited liability company's activities and affairs in conformity with the certificate of organization and the operating agreement;
(5) upon a petition brought by a member, the entry of a court order dissolving the limited liability company on the grounds that the managers or those members in control of the limited liability company:
(5)(a) have acted, are acting, or will act in a manner that is illegal or fraudulent; or
(5)(b) have acted, are acting, or will act in a manner that is oppressive and was, is, or will be directly harmful to the applicant; or
(6) the signing and filing of a statement of administrative dissolution by the division under Subsection 48-3a-708(3).