How to Incorporate in Utah

The Utah Governor’s Office of Economic Opportunity offers a range of business incentives, giving businesses in Utah a competitive edge. Your corporation may be able to take advantage of these incentives, provided it meets qualifying criteria.

For example, Utah's Economic Opportunity Tax Credit is a post-performance, refundable tax credit for up to 30% of new state revenues over the life of the project. The incentive is available to Utah companies and others seeking to relocate or expand operations to Utah.

For many entrepreneurs looking to start a larger business, UT incorporation may be the best choice. As a corporation, your business is able to buy and trade stock, and when it comes to excess profits, corporations offer more flexibility than a limited liability company (LLC). A corporation is allowed to pass income and losses to its shareholders, who report taxes on an individual tax return at ordinary levels.

It all depends on your goals. For smaller businesses, limited liability companies are usually a better option. An LLC is easier to set up and receives many of the same benefits as corporations, but with less regulation.

Learn more about forming a Utah LLC so you can decide which business entity is right for you.

It offers several advantages similar to those provided by a C Corp including, but not limited to:

To help you along the way, use our Starting a Business checklist to keep track of everything you need to do to get your business up and running.

Step 1: Choose a Unique Business Name and Complete a State Business Search

Every Utah business must have a unique name that hasn't already been claimed by another business in the state. If you’re having difficulty coming up with a name, try using our Business Name Generator to gather ideas. You'll need to follow a few naming rules, which you can read about in detail on the Utah Corporation Names page.

Once you’ve chosen a name, you’ll need to make sure it’s available in Utah. To see whether another company in the state is using your desired business name, use our tool to do a Utah entity search.

You can also carry out a name search on the state's OneStop Business Portal.

Step 2: Provide an Official Business Address for Your Corporation

All UT corporations must have a designated address. It could be your residential address (if you’re running the company from your home), a building where your office is located, or any physical address of your choice. The address can be outside the state of Utah and can be a P.O. Box.

You may also be able to use a virtual mailbox for your business address. Bizee can provide you with a Utah virtual mailbox where we'll receive your mail, scan it, and upload it for your online review. This can be especially helpful if you run a home-based business and don't want your home address published as part of your business public record.

Step 3: Assign a Registered Agent

Someone who receives official correspondence and is responsible for filing reports with the Utah Department of Commerce, Division of Corporations and Commercial Code (DCCC) is known as a Registered Agent. Every Utah corporation is required to have a Registered Agent.

You can fill this position yourself, assign another manager in your business or use a Registered Agent service. If your Registered Agent in Utah is a person, they must have a physical street address in Utah and must be available during business hours to receive important documents on behalf of your company. You'll appoint your Registered Agent when you file your Articles of Incorporation with the Department of Commerce, DCCC, and formally create your corporation.

All of Bizee’s business formation packages include Registered Agent service. It’s free for the first year and just $119 per year after that. You can also access a digital dashboard to view any document we've received on your behalf.

Step 4: File Your Articles of Incorporation With the Utah Department of Commerce, Division of Corporations and Commercial Code (DCCC)

Once you've gathered all the information for your corporation, you’ll need to file your Articles of Incorporation with the Department of Commerce, DCCC. This will officially create your business.Once you've gathered all the information for your corporation, you’ll need to file your Articles of Incorporation with the Department of Commerce, DCCC. This will officially create your business.

Your Articles of Incorporation can be filed online via the state's digital portal. You can also mail the form to the Office of the Department of Commerce, DCCC, or Bizee can file it on your behalf. The UT Corporation filing fee is $70.

You only need to file your Articles of Incorporation in Utah once, but once a year thereafter, you'll also need to complete an annual renewal with the Department of Commerce, DCCC in UT. Bizee can remind you about this every year, or we can do it for you if you have us handle the paperwork.

What Are the Fees and Requirements To Incorporate in Utah?

Step 5: Get an Employer Identification Number (EIN) from the Internal Revenue Service

You'll need an EIN to identify your business to the IRS. You use this number for filing and paying taxes, submitting payroll information and payments for your employees, and opening a business bank account. You can obtain one directly from the IRS, or Bizee can get one for you as part of the UT corporation creation process.

Step 6: Write Bylaws

A set of rules that govern how a corporation will be run, bylaws detail how many directors the corporation will have, whether the board of directors will have annual meetings, and what the voting requirements will be, among other things.

Some states legally require companies to create bylaws, however, the state of Utah is not one of them. Regardless, it's always a good idea to write and follow bylaws to protect your business from future changes and events.

Types of UT Corporations

C Corporation

When you file to start a corporation, by default, it's a C Corp. This is the choice for large businesses that will trade shares in the stock market.

A Utah C Corporation will offer you several liability protections, but it will also be required to adhere to numerous strict rules and regulations. It will also likely have a substantial amount of administrative overhead, and won't enjoy as many tax advantages as other corporation types.

Learn more about C Corporations.

S Corporation

Technically, an S Corporation isn't a business entity the way LLCs and C Corporations are. It's a tax filing status. An LLC or a C Corporation can be an S Corporation. It's just a matter of filing a form with the IRS.

The main reason to file as an S Corp is to save money on self-employment taxes. To get an idea of how much money you might save, use our S Corp Tax Calculator.

If you want your Utah C Corporation to be treated as a Utah S Corporation, file the IRS Election by a Small Business Corporation form, also known as Form 2553, or an S Corp Election form.

Consult with your tax advisor or accountant to determine whether this is your best option.

Learn more about S Corporations.

Compare S Corp vs. C Corp to learn the benefits and drawbacks of both, and decide which one will best suit your needs.

Professional Corporation

Some states, including Utah, allow certain occupations to form Professional Corporations. The Utah Professional Corporation Act, Title 16, Chapter 11, § 16-11-2 defines a Professional Corporation in Utah as:

"...a corporation organized under this chapter."

Check with the Department of Commerce, DCCC to confirm whether your business should and can be a Professional Corporation.

Foreign Corporation

If your business operates in another state and you want to expand into Utah — or vice versa — you’ll need to form a Foreign Corporation.

Learn more about Utah Foreign Corporation registration.

Nonprofit Corporation

Charitable organizations can incorporate as nonprofit corporations. This means all the profits they generate are donated to the organization supported by the charity, minus administrative costs.

A nonprofit corporation is also exempt from federal and state taxes, allowing more of the profit to benefit the charity.

Note: Everything in this guide applies to for-profit corporations, and mostly to C Corps and S Corps. Items listed as requirements for forming a corporation may or may not also apply to nonprofits.

Limited Liability Company

Depending on the kind of business you want to establish, or your personal circumstances and goals, an LLC may be a better option. For example, you may only want to build a small business that you yourself will run with just a few employees and you may not need the options to buy and sell stock.

A Utah LLC is usually a better option for smaller businesses. It's easier to set up, but it still offers you certain advantages you'd get from a corporation. You can even have your LLC treated as an S Corporation for tax purposes to save you money.

Regardless of which direction you decide to go, we can help you with your Utah business registration.

Sole Proprietorship or Partnership

These are the simplest types of businesses to for. That's because there's no real setup. If you don't choose to form a separate business entity, by default, you'll have either a sole proprietorship (just you) or a partnership (you and one or more other people).

Neither of these options provides you with any special benefits or liability protections and can leave your personal assets vulnerable. For these reasons, we don't recommend them.

Compare business entity types to decide which one is best for you.

Helpful Resources From the State of Utah

More Information in This Guide

You’ll find plenty more insight and guidance on the other pages of this guide, including: