Utah § 48-4-303 Right of action.

Utah Statutes

§ 48-4-303 — Right of action.

Utah § 48-4-303

Title 48Unincorporated Business Entity Act

Ch. 48-4Benefit Limited Liability Company Act

Part 48-4-3Accountability

This text of Utah § 48-4-303 (Right of action.) 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. § 48-4-303 (2026).

Text

(1)Except in a benefit enforcement proceeding, a person may not bring an action or assert a claim against a benefit company or a benefit company's member, manager, or officer with respect to:

(1)(a) failure to pursue or create general public benefit or a specific public benefit set forth in the benefit company's certificate of organization; or

(1)(b) violation of a duty or standard of conduct under this chapter.

(2)A benefit company is not liable for monetary damages under this chapter for a failure of the benefit company to pursue or create general public benefit or a specific public benefit.

(3)Only the following may commence or maintain a benefit enforcement proceeding:

(3)(a) the benefit company, directly; or

(3)(b) one or more of the following, derivatively:

(3)(b)(i) a member th

Free access — add to your briefcase to read the full text and ask questions with AI

(1) Except in a benefit enforcement proceeding, a person may not bring an action or assert a claim against a benefit company or a benefit company's member, manager, or officer with respect to:

(1)(a) failure to pursue or create general public benefit or a specific public benefit set forth in the benefit company's certificate of organization; or
(1)(b) violation of a duty or standard of conduct under this chapter.
(2) A benefit company is not liable for monetary damages under this chapter for a failure of the benefit company to pursue or create general public benefit or a specific public benefit.
(3) Only the following may commence or maintain a benefit enforcement proceeding:

(3)(a) the benefit company, directly; or
(3)(b) one or more of the following, derivatively:
(3)(b)(i) a member that owned at least 2% of the total number of interests of a class or series outstanding at the time of the act or omission complained of;
(3)(b)(ii) a manager of a manager-managed benefit company;
(3)(b)(iii) a person or group of persons who own beneficially or of record at least 5% of the interests in an association of which the benefit company is a subsidiary at the time of the act or omission complained of; or
(3)(b)(iv) any person or group of persons specified in the benefit company's certificate of organization or operating agreement.