Utah § 48-3a-704 Rescinding dissolution.

Utah Statutes

§ 48-3a-704 — Rescinding dissolution.

Utah § 48-3a-704

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-704 (Rescinding 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-704 (2026).

Text

(1)A limited liability company may rescind the limited liability company's dissolution, unless a statement of termination applicable to the limited liability company is effective, a court has entered an order under Subsection 48-3a-701(4) or (5) dissolving the limited liability company, or the division has dissolved the limited liability company under Section 48-3a-708.

(2)Rescinding dissolution under this section requires:

(2)(a) the consent of each member;

(2)(b) if a statement of dissolution applicable to the limited liability company has been filed by the division but has not become effective, the delivery to the division for filing of a statement of withdrawal under Section 48-3a-207 applicable to the statement of dissolution; and

(2)(c) if a statement of dissolution applicable to

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(1) A limited liability company may rescind the limited liability company's dissolution, unless a statement of termination applicable to the limited liability company is effective, a court has entered an order under Subsection 48-3a-701(4) or (5) dissolving the limited liability company, or the division has dissolved the limited liability company under Section 48-3a-708.
(2) Rescinding dissolution under this section requires:

(2)(a) the consent of each member;
(2)(b) if a statement of dissolution applicable to the limited liability company has been filed by the division but has not become effective, the delivery to the division for filing of a statement of withdrawal under Section 48-3a-207 applicable to the statement of dissolution; and
(2)(c) if a statement of dissolution applicable to the limited liability company is effective, the delivery to the division for filing of a statement of correction under Section 48-3a-208 stating that dissolution has been rescinded under this section.
(3) If a limited liability company rescinds its dissolution:

(3)(a) the limited liability company resumes carrying on its activities and affairs as if dissolution had never occurred;
(3)(b) subject to Subsection (3)(c), any liability incurred by the limited liability company after the dissolution and before the rescission is effective is determined as if dissolution had never occurred; and
(3)(c) the rights of a third party arising out of conduct in reliance on the dissolution before the third party knew or had notice of the rescission may not be adversely affected.