Utah Corporation dissolution with the Utah Department of State

How to dissolve a Utah Corporation

How do you dissolve a Utah Corporation?

To dissolve your corporation in Utah, you must provide the completed Articles of Dissolution (After Issuance of Shares) form to the Division of Corporations & Commercial Code by mail, fax or in person. File it in duplicate if you need a returned copy along with a prepared envelope.  If you fax file the articles of dissolution, include the Fax Cover Letter with credit card information.
If your corporation has not issued shares, Utah has a separate form called, Articles of Dissolution (Prior to the Issuance of Shares).

Is there a filing fee to dissolve or cancel a Utah Corporation?

There is no filing fee for filing Articles of Dissolution.

Expedited service is available for $75.

Do you need a Department of Revenue clearance before the Utah Department of State will accept your dissolution?

No, only foreign businesses in Utah are required to furnish a Tax Clearance Certificate with their dissolution documents.

How long does it take the state to process the filing?

Normal Processing:  5 to 7 days.
Fax Processing:  5 to 7 days.
In Person Processing:  5 to 7 days.
Expedited Processing:  48 hours.

How long before someone can take your business name?

Utah will reserve your business name for 120 days after your articles of dissolution have been processed in case you decide to revoke the dissolution.  If you are involuntarily dissolved for failure to file annual reports, your name is safe for two years.

What are the consequences if you just don’t file your annual report/renewals?

By failing to file an annual report/renewal by the due date, a Utah Corporation will have its status changed from “active” to “delinquent” and be subject to a penalty of $10. Delinquency status lasts for thirty (30) days, at which time your status is changed to expired. If you are involuntarily dissolved through expiration, you have two years to apply for reinstatement before you have to start over and possibly lose your business name.

All annual report notices, pendency, delinquency and expiration, from the Utah Division of Corporations & Commercial Code will be mailed to your registered agent, so it is important to have a good one that will relay the notice to you immediately, like Northwest Registered Agent.

If you’d like help establishing another company, you may find our incorporation filing service and registered agent service helpful.  We provide all the forms and filing instructions you may need in your online account, or you can just hire us to do the filing for you.