reglab/statecodes huggingface dataset:
2023 Utah Code › Title 16 - Corporations › Chapter 13 - Business Development Corporations › Section 5 - Bonds or securities, capital stock of development corporations -- Authority to purchase, hold, or dispose of -- Rights of holders -- Rights of financial institutions.

16-13-5.
Bonds or securities, capital stock of development corporations -- Authority to purchase, hold, or dispose of -- Rights of holders -- Rights of financial institutions.
(1) All persons, firms, partnerships, associations, trusts and domestic and foreign corporations organized or authorized to do business in this state, including, without implied limitation, all financial institutions, public utility corporations and insurance corporations, are hereby authorized to acquire, purchase, hold, sell, assign, transfer, mortgage, pledge, or otherwise dispose of any bonds, securities or other evidences of indebtedness created by a development corporation, and to exercise all the rights, powers and privileges of ownership thereof, all without the approval of any regulatory authority of the state.
(2) All persons, firms, partnerships, associations, trusts, domestic and foreign corporations organized or authorized to do business in this state, including without implied limitation all public utility corporations and insurance corporations, other than financial institutions, are hereby authorized to acquire, purchase, hold, sell, assign, transfer, mortgage, pledge, or otherwise dispose of any of the shares of the capital stock of a development corporation, and while owners of said stock to exercise all the rights, powers and privileges of ownership, including the right to vote thereon, all without the approval of any regulatory authority of the state.
(3) All financial institutions are hereby authorized to become lenders to development corporations and to make loans to the corporations as provided herein, without the approval of any regulatory authority of the state.
(4) A financial institution is authorized to acquire, purchase, hold, sell, assign, transfer, mortgage, pledge, or otherwise dispose of, any bonds, securities or other evidences of indebtedness created by the corporation in accordance with its provisions for the call of loans, and any of the shares of the capital stock of the corporation, and while owners thereof, to exercise all the rights, powers and privileges of ownership, including the right to vote, all without approval of any regulatory authority of the state; provided, that the amount of the capital stock of the corporation which may be acquired by any lender pursuant to the authority granted herein may not exceed 10% of the loan limit of such lender. The amount of capital stock of the corporation which any lender is authorized to acquire pursuant to the authority granted herein is in addition to the amount of capital stock in corporations which such lender may otherwise be authorized to acquire.
Amended by Chapter 378, 2010 General Session
2023 Utah Code › Title 16 - Corporations › Chapter 13 - Business Development Corporations › Section 8 - Board of directors -- Number and election of members.

16-13-8.
Board of directors -- Number and election of members.
The board of directors of a development corporation shall be of such number in multiples of three, but not less than six, as shall be determined in the first instance by the articles of incorporation and thereafter annually by the stockholders of the corporation. The names and addresses of the members of the first board of directors shall be stated in the articles of incorporation. Said persons shall hold office until the first annual meeting of the corporation and until their successors have been elected and qualified. At the first annual meeting of a development corporation and at each annual meeting thereafter, or, if no annual meeting shall be held in any year at the time fixed by the bylaws, at a special meeting held in lieu thereof, the shareholders shall elect the directors. The directors shall hold office until the next annual meeting, after their elections, and until their successors are elected and qualified unless sooner removed.
Any vacancy in the office of a director shall be filled by the remaining directors.
Amended by Chapter 55, 1979 General Session
2023 Utah Code › Title 16 - Corporations › Chapter 13 - Business Development Corporations › Section 9 - Requirement before commencing business -- Cash consideration for shares -- Minimum stated capital.

16-13-9.
Requirement before commencing business -- Cash consideration for shares -- Minimum stated capital.
A development corporation incorporated after July 1, 1979, may not transact any business or incur any indebtedness, except as is incidental to its organization or to obtain subscriptions to or payment for its shares, until there has been paid in for the issuance of shares consideration in cash of at least $300,000. A development corporation shall have a stated capital of not less than $300,000.
Amended by Chapter 378, 2010 General Session
2023 Utah Code › Title 16 - Corporations › Chapter 13 - Business Development Corporations › Section 10 - Amount of net earnings set apart as earned surplus.

16-13-10.
Amount of net earnings set apart as earned surplus.
Each year a development corporation shall set apart as earned surplus not less than 10% of its net earnings for its preceding fiscal year until such surplus is equal in value to one-half of the amount paid in on the shares of the corporation then outstanding. Whenever the amount of surplus so established shall become impaired, it shall be restored to the required amount in the manner hereinbefore provided. Net earnings and surplus shall be determined by the board of directors, after providing for such reserves as said directors deem desirable, and the directors' determination made in good faith shall be conclusive on all persons.
Enacted by Chapter 27, 1965 General Session
2023 Utah Code › Title 16 - Corporations › Chapter 13 - Business Development Corporations › Section 11 - Designation of depository.

16-13-11.
Designation of depository.
A development corporation may not deposit any of its funds in any banking institution unless such institution has been designated as a depository by a vote of a majority of the directors present at an authorized meeting of the board of directors, exclusive of any director who is an officer or director of the depository so designated. A development corporation may not receive money on deposit.
Amended by Chapter 378, 2010 General Session
2023 Utah Code › Title 16 - Corporations › Chapter 13 - Business Development Corporations › Section 12 - Licensing, supervision, and examination by commissioner of financial institutions -- Fees.

16-13-12.
Licensing, supervision, and examination by commissioner of financial institutions -- Fees.
A development corporation shall be licensed, supervised, and examined by the commissioner of financial institutions and shall make such report of its condition from time to time as the commissioner shall require. A development corporation shall pay a fee determined by the commissioner pursuant to Section 63J-1-504 for a license and for each examination.
Amended by Chapter 183, 2009 General Session
2023 Utah Code › Title 16 - Corporations › Chapter 15 - Utah Business Trust Registration Act › Section 102 - Definition of business trust.

16-15-102.
Definition of business trust.
As used in this chapter:
(1) "Beneficiary" means a person holding a certificate representing a beneficial interest in the trust estate and assets.
(2) "Business trust" has the same meaning as in Section 7-5-1.
(3) "Division" means the Division of Corporations and Commercial Code.
(4) "Person" means an individual, general partnership, limited liability partnership, limited partnership, limited liability company, limited association, domestic or foreign trust, estate, association, or corporation.
Enacted by Chapter 310, 1995 General Session
2023 Utah Code › Title 16 - Corporations › Chapter 15 - Utah Business Trust Registration Act › Section 103 - Name.

16-15-103.
Name.
(1) The words "business trust" shall be the last words of the name of every business trust registered under this chapter. The name of a business trust registered under this chapter shall be distinguishable, as provided in Subsection 16-10a-401(5), on the records of the division from any corporation, partnership, or limited liability company, and from any business name, or trademark of record with the division.
(2) A person who participates in the omission of the words "business trust" in the commercial use of the name of the business trust, or knowingly acquiesces in the omission is liable for any indebtedness, damage, or liability resulting from the omission.
Enacted by Chapter 310, 1995 General Session
2023 Utah Code › Title 16 - Corporations › Chapter 15 - Utah Business Trust Registration Act › Section 104 - Registration required -- Certificate of registration.

16-15-104.
Registration required -- Certificate of registration.
(1) A business trust shall register with the division before doing business in the state.
(2) The certificate of registration of a business trust shall set forth:
(a) the name of the business trust;
(b) the period of its duration;
(c) the business purpose for which the business trust is organized;
(d) the information required by Subsection 16-17-203(1); and
(e) the name, signature, and street address of all trustees of the business trust.
Amended by Chapter 364, 2008 General Session
2023 Utah Code › Title 16 - Corporations › Chapter 15 - Utah Business Trust Registration Act › Section 105 - Filing of certificate -- Fees.

16-15-105.
Filing of certificate -- Fees.
(1) A business trust is registered when two copies of the certificate of registration are filed with the division. The documents to be filed shall be true copies made by photographic, xerographic, electronic, or other process that provides similar copy accuracy of a document that has been properly executed.
(2) The division shall endorse the original and one copy of a certificate of registration and:
(a) file the original in the division office; and
(b) return the copy to the trustee or the trustee's representative.
(3) The division may charge a fee in accordance with Section 63J-1-504 for the filing.
Amended by Chapter 183, 2009 General Session
2023 Utah Code › Title 16 - Corporations › Chapter 15 - Utah Business Trust Registration Act › Section 106 - Powers.

16-15-106.
Powers.
(1) A business trust registered under this chapter may in its trust name:
(a) sue;
(b) subject to the limitations in the declaration of trust, acquire title, lease, mortgage, convey or otherwise deal with real and personal property, or any interest in real and personal property.
(2)
(a) A business trust may not maintain any action, suit, or proceeding in this state unless the business trust is registered under this chapter.
(b) A business trust may be sued whether or not the business trust is registered under this chapter.
Enacted by Chapter 310, 1995 General Session
2023 Utah Code › Title 16 - Corporations › Chapter 15 - Utah Business Trust Registration Act › Section 107 - Expiration of filing -- Notice.

16-15-107.
Expiration of filing -- Notice.
(1) A filing under this chapter shall be effective for a period of three years from the date of filing plus the notice period provided in Subsection (2).
(2)
(a) If no new filing is made by or on behalf of the trust who made the original filing within three years of the date of filing, the division shall send a notice by regular mail, postage prepaid, to the address shown for the registered office in the filing indicating that it will expire 30 days after the division mailed the notice.
(b) If no new filing is made within 30 days after the date of the division mailing the notice, the business trust's registration expires.
(3) If the registration of a business trust has expired or has been canceled for failure to maintain a registered agent, the business trust may not conduct business in this state until it has newly registered with the division under this chapter.
(4) The division may charge a fee in accordance with Section 63J-1-504 for the renewal of a registration.
Amended by Chapter 183, 2009 General Session
2023 Utah Code › Title 16 - Corporations › Chapter 15 - Utah Business Trust Registration Act › Section 108 - When amendments are required.

16-15-108.
When amendments are required.
(1) An amended certificate shall be filed with the division not later than 30 days after any change in:
(a) any person acting as a trustee of the trust, or the address of any trustee;
(b) the registered agent of the trust;
(c) the registered office of the business trust; or
(d) in any information required to be filed with the division under this chapter.
(2) The amended certificate shall be signed by each trustee of the business trust and filed in the same manner as a certificate of registration under Section 16-15-105.
(3) The division may charge a fee in accordance with Section 63J-1-504 for amending a certificate of registration.
Amended by Chapter 183, 2009 General Session
2023 Utah Code › Title 16 - Corporations › Chapter 15 - Utah Business Trust Registration Act › Section 109 - Registered agent.

16-15-109.
Registered agent.
(1) A business trust shall continuously maintain an agent in this state for service of process on the business trust.
(2) The agent of the business trust shall be a person residing or authorized to do business in this state.
(3) If a business trust fails to maintain a registered agent in this state, the division may cancel the business trust's registration.
(4)
(a) The registered agent of a business trust may resign by filing an original and one copy of a signed written notice of resignation with the division. The division shall mail a copy of the notice of resignation to the registered office of the business trust at the street address in the business trust's certificate of registration.
(b) The appointment of the registered agent ends 30 days after the division receives notice of the resignation.
(5) Service may be effected on a business trust in the same manner prescribed for a corporation in Sections 16-10a-1511 and 16-10a-1521.
Amended by Chapter 364, 2008 General Session
2023 Utah Code › Title 16 - Corporations › Chapter 15 - Utah Business Trust Registration Act › Section 110 - Trustee and beneficiary governed by declaration of trust -- Common law.

16-15-110.
Trustee and beneficiary governed by declaration of trust -- Common law.
(1) A trustee or beneficiary of a business trust shall be governed by all the provisions of the declaration of trust of the business trust.
(2) This chapter neither affects nor alters in any way the rights, powers, and obligations, of a trustee or beneficiary of a business trust under common law.
Enacted by Chapter 310, 1995 General Session
2023 Utah Code › Title 16 - Corporations › Chapter 16 - Uniform Limited Cooperative Association Act › Part 1 - General Provisions › Section 103 - Limited cooperative association subject to amendment or repeal of chapter.

16-16-103.
Limited cooperative association subject to amendment or repeal of chapter.
A limited cooperative association governed by this chapter is subject to any amendment or repeal of this chapter.
Enacted by Chapter 363, 2008 General Session
2023 Utah Code › Title 16 - Corporations › Chapter 16 - Uniform Limited Cooperative Association Act › Part 1 - General Provisions › Section 104 - Nature of limited cooperative association.

16-16-104.
Nature of limited cooperative association.
(1) A limited cooperative association organized under this chapter is an autonomous, unincorporated association of persons united to meet their mutual interests through a jointly owned enterprise primarily controlled by those persons, which permits combining:
(a) ownership, financing, and receipt of benefits by the members for whose interests the association is formed; and
(b) separate investments in the association by members who may receive returns on their investments and a share of control.
(2) The fact that a limited cooperative association does not have one or more of the characteristics described in Subsection (1) does not alone prevent the association from being formed under and governed by this chapter nor does it alone provide a basis for an action against the association.
Enacted by Chapter 363, 2008 General Session
2023 Utah Code › Title 16 - Corporations › Chapter 16 - Uniform Limited Cooperative Association Act › Part 1 - General Provisions › Section 105 - Purpose and duration of limited cooperative association.

16-16-105.
Purpose and duration of limited cooperative association.
(1) A limited cooperative association is an entity distinct from its members.
(2) A limited cooperative association may be organized for any lawful purpose, whether or not for profit, except for the operation of a financial institution as defined in Section 7-1-103.
(3) Unless the articles of organization state a term for a limited cooperative association's existence, the association has perpetual duration.
Enacted by Chapter 363, 2008 General Session
2023 Utah Code › Title 16 - Corporations › Chapter 16 - Uniform Limited Cooperative Association Act › Part 1 - General Provisions › Section 106 - Powers.

16-16-106.
Powers.
A limited cooperative association may sue and be sued in its own name and do all things necessary or convenient to carry on its activities. An association may maintain an action against a member for harm caused to the association by the member's violation of a duty to the association or of the organic law or organic rules.
Enacted by Chapter 363, 2008 General Session
2023 Utah Code › Title 16 - Corporations › Chapter 16 - Uniform Limited Cooperative Association Act › Part 1 - General Provisions › Section 107 - Governing law.

16-16-107.
Governing law.
The law of this state governs:
(1) the internal affairs of a limited cooperative association; and
(2) the liability of a member as member and a director as director for the debts, obligations, or other liabilities of a limited cooperative association.
Enacted by Chapter 363, 2008 General Session
2023 Utah Code › Title 16 - Corporations › Chapter 16 - Uniform Limited Cooperative Association Act › Part 1 - General Provisions › Section 109 - Requirements of other laws.

16-16-109.
Requirements of other laws.
(1) This chapter does not alter or amend any law that governs the licensing and regulation of an individual or entity in carrying on a specific business or profession even if that law permits the business or profession to be conducted by a limited cooperative association, a foreign cooperative, or its members.
(2) A limited cooperative association may not conduct an activity that, under law of this state other than this chapter, may be conducted only by an entity that meets specific requirements for the internal affairs of that entity unless the organic rules of the association conform to those requirements.
Enacted by Chapter 363, 2008 General Session
2023 Utah Code › Title 16 - Corporations › Chapter 16 - Uniform Limited Cooperative Association Act › Part 1 - General Provisions › Section 110 - Relation to restraint of trade and antitrust laws.

16-16-110.
Relation to restraint of trade and antitrust laws.
To the extent a limited cooperative association or activities conducted by the association in this state meet the material requirements for other cooperatives entitled to an exemption from or immunity under any provision of the restraint of trade or antitrust laws of this state, the association and its activities are entitled to the exemption or immunity. This section does not create any new exemption or immunity for an association or affect any exemption or immunity provided to a cooperative organized under any other law.
Enacted by Chapter 363, 2008 General Session
2023 Utah Code › Title 16 - Corporations › Chapter 16 - Uniform Limited Cooperative Association Act › Part 1 - General Provisions › Section 111 - Name.

Effective 5/8/2018
16-16-111.
Name.
(1) Use of the term "cooperative" or its abbreviation under this chapter is not a violation of the provisions restricting the use of the term under any other law of this state.
(2)
(a) Notwithstanding Section 48-2e-108, as appropriate pursuant to Section 48-2e-1205, the name of a limited cooperative association shall contain:
(i) the words "limited cooperative association" or "limited cooperative"; or
(ii) the abbreviation "L.C.A." or "LCA".
(b) "Cooperative" may be abbreviated as "Co-op" or "Coop".
(c) "Association" may be abbreviated as "Assoc." or "Assn."
(d) "Limited" may be abbreviated as "Ltd."
(e)
(i) Use of the term "cooperative" or its abbreviation as permitted by this chapter is not a violation of the provisions restricting the use of the term under any other law of this state.
(ii) A limited cooperative association or a member may enforce the restrictions on the use of the term "cooperative" under this chapter and any other law of this state.
(iii) A limited cooperative association or a member may enforce the restrictions on the use of the term "cooperative" under any other law of this state.
(3) Except as otherwise provided in Subsection (4), a limited cooperative association may use only a name that is available. A name is available if it is distinguishable in the records of the division from:
(a) the name of any entity organized or authorized to transact business in this state;
(b) a name reserved under Section 16-16-112; and
(c) an alternative name approved for a foreign cooperative authorized to transact business in this state.
(4) A limited cooperative association may apply to the division for authorization to use a name that is not available. The division shall authorize use of the name if:
(a) the person with ownership rights to use the name consents in a record to the use and applies in a form satisfactory to the division to change the name used or reserved to a name that is distinguishable upon the records of the division from the name applied for; or
(b) the applicant delivers to the division a certified copy of the final judgment of a court establishing the applicant's right to use the name in this state.
Amended by Chapter 281, 2018 General Session
2023 Utah Code › Title 16 - Corporations › Chapter 16 - Uniform Limited Cooperative Association Act › Part 1 - General Provisions › Section 112 - Reservation of name.

16-16-112.
Reservation of name.
(1) A person may reserve the exclusive use of the name of a limited cooperative association, including a fictitious name for a foreign cooperative whose name is not available under Section 16-16-111, by delivering an application to the division for filing. The application shall set forth the name and address of the applicant and the name proposed to be reserved. If the division finds that the name applied for is available under Section 16-16-111, the division shall reserve the name for the applicant's exclusive use for a nonrenewable period of 120 days.
(2) A person that has reserved a name for a limited cooperative association may transfer the reservation to another person by delivering to the division a signed notice of the transfer which states the name, street address, and, if different, the mailing address of the transferee. If the person is an organizer of the association and the name of the association is the same as the reserved name, the delivery of articles of organization for filing by the division is a transfer by the person to the association.
Amended by Chapter 378, 2010 General Session
2023 Utah Code › Title 16 - Corporations › Chapter 16 - Uniform Limited Cooperative Association Act › Part 1 - General Provisions › Section 114 - Required information.

16-16-114.
Required information.
(1) Subject to Subsection (2), a limited cooperative association shall maintain in a record available at its principal office:
(a) a list containing the name, last known street address and, if different, mailing address, and term of office of each director and officer;
(b) the initial articles of organization and all amendments to and restatements of the articles, together with a signed copy of any power of attorney under which any article, amendment, or restatement has been signed;
(c) the initial bylaws and all amendments to and restatements of the bylaws;
(d) all filed articles of merger and statements of conversion;
(e) all financial statements of the association for the six most recent years;
(f) the six most recent annual reports delivered by the association to the division;
(g) the minutes of members meetings for the six most recent years;
(h) evidence of all actions taken by members without a meeting for the six most recent years;
(i) a list containing:
(i) the name, in alphabetical order, and last known street address and, if different, mailing address of each patron member and each investor member; and
(ii) if the association has districts or classes of members, information from which each current member in a district or class may be identified;
(j) the federal income tax returns, any state and local income tax returns, and any tax reports of the association for the six most recent years;
(k) accounting records maintained by the association in the ordinary course of its operations for the six most recent years;
(l) the minutes of directors meetings for the six most recent years;
(m) evidence of all actions taken by directors without a meeting for the six most recent years;
(n) the amount of money contributed and agreed to be contributed by each member;
(o) a description and statement of the agreed value of contributions other than money made and agreed to be made by each member;
(p) the times at which, or events on the happening of which, any additional contribution is to be made by each member;
(q) for each member, a description and statement of the member's interest or information from which the description and statement can be derived; and
(r) all communications concerning the association made in a record to all members, or to all members in a district or class, for the six most recent years.
(2) If a limited cooperative association has existed for less than the period for which records are required to be maintained under Subsection (1), the period records shall be kept is the period of the association's existence.
(3) The organic rules may require that more information be maintained.
Amended by Chapter 378, 2010 General Session
2023 Utah Code › Title 16 - Corporations › Chapter 16 - Uniform Limited Cooperative Association Act › Part 1 - General Provisions › Section 115 - Business transactions of member with limited cooperative association.

16-16-115.
Business transactions of member with limited cooperative association.
Subject to Sections 16-16-818 and 16-16-819 and except as otherwise provided in the organic rules or a specific contract relating to a transaction, a member may lend money to and transact other business with a limited cooperative association in the same manner as a person that is not a member.
Enacted by Chapter 363, 2008 General Session
2023 Utah Code › Title 16 - Corporations › Chapter 16 - Uniform Limited Cooperative Association Act › Part 1 - General Provisions › Section 116 - Dual capacity.

16-16-116.
Dual capacity.
A person may have both a patron member's interest and an investor member's interest. When such person acts as a patron member, the person is subject to this chapter and the organic rules governing patron members. When such person acts as an investor member, the person is subject to this chapter and the organic rules governing investor members.
Enacted by Chapter 363, 2008 General Session
2023 Utah Code › Title 16 - Corporations › Chapter 16 - Uniform Limited Cooperative Association Act › Part 1 - General Provisions › Section 117 - Designated office and agent for service of process.

16-16-117.
Designated office and agent for service of process.
(1) A limited cooperative association, or a foreign cooperative that has a certificate of authority under Section 16-16-1404, shall designate and continuously maintain in this state:
(a) an office, as its designated office, which need not be a place of the association's or foreign cooperative's activity in this state; and
(b) an agent for service of process at the designated office.
(2) An agent for service of process of a limited cooperative association or foreign cooperative shall be an individual who is a resident of this state or an entity that is authorized to do business in this state.
Amended by Chapter 378, 2010 General Session
2023 Utah Code › Title 16 - Corporations › Chapter 16 - Uniform Limited Cooperative Association Act › Part 1 - General Provisions › Section 118 - Change of designated office or agent for service of process.

16-16-118.
Change of designated office or agent for service of process.
(1) Except as otherwise provided in Subsection 16-16-207(5), to change its designated office, its agent for service of process, or the street address or, if different, mailing address of its principal office, a limited cooperative association shall deliver to the division for filing a statement of change containing:
(a) the name of the limited cooperative association;
(b) the street address and, if different, mailing address of its designated office;
(c) if the designated office is to be changed, the street address and, if different, mailing address of the new designated office;
(d) the name of its agent for service of process; and
(e) if the agent for service of process is to be changed, the name of the new agent.
(2) Except as otherwise provided in Subsection 16-16-207(5), to change its agent for service of process, the address of its designated office, or the street address or, if different, mailing address of its principal office, a foreign cooperative shall deliver to the division for filing a statement of change containing:
(a) the name of the foreign cooperative;
(b) the name, street address and, if different, mailing address of its designated office;
(c) if the current agent for service of process or an address of the designated office is to be changed, the new information;
(d) the street address and, if different, mailing address of its principal office; and
(e) if the street address or, if different, the mailing address of its principal office is to be changed, the street address and, if different, the mailing address of the new principal office.
(3) Except as otherwise provided in Section 16-16-204, a statement of change is effective when filed by the division.
Amended by Chapter 378, 2010 General Session
2023 Utah Code › Title 16 - Corporations › Chapter 16 - Uniform Limited Cooperative Association Act › Part 1 - General Provisions › Section 119 - Resignation of agent for service of process.

16-16-119.
Resignation of agent for service of process.
(1) To resign as an agent for service of process of a limited cooperative association or foreign cooperative, the agent shall deliver to the division for filing a statement of resignation containing the name of the agent and the name of the association or foreign cooperative.
(2) After receiving a statement of resignation under Subsection (1), the division shall file it and mail or otherwise provide or deliver a copy to the limited cooperative association or foreign cooperative at its principal office.
(3) An agency for service of process of a limited cooperative association or foreign cooperative terminates on the earlier of:
(a) the 31st day after the division files a statement of resignation under Subsection (2); or
(b) when a record designating a new agent for service of process is delivered to the division for filing on behalf of the association or foreign cooperative and becomes effective.
Amended by Chapter 378, 2010 General Session
2023 Utah Code › Title 16 - Corporations › Chapter 16 - Uniform Limited Cooperative Association Act › Part 1 - General Provisions › Section 120 - Service of process.

16-16-120.
Service of process.
(1) An agent for service of process appointed by a limited cooperative association or foreign cooperative is an agent of the association or foreign cooperative for service of process, notice, or a demand required or permitted by law to be served upon the association or foreign cooperative.
(2) If a limited cooperative association or foreign cooperative does not appoint or maintain an agent for service of process in this state or the agent for service of process cannot with reasonable diligence be found at the address of the designated office on file with the division, the division is an agent of the association or foreign cooperative upon which process, notice, or a demand may be served.
(3) Service of process, notice, or a demand on the division as agent of a limited cooperative association or foreign cooperative may be made by delivering to the division two copies of the process, notice, or demand. The division shall forward one copy by registered or certified mail, return receipt requested, to the association or foreign cooperative at its principal office.
(4) Service is effected under Subsection (3) on the earliest of:
(a) the date the limited cooperative association or foreign cooperative receives the process, notice, or demand;
(b) the date shown on the return receipt, if signed on behalf of the association or foreign cooperative; or
(c) five days after the process, notice, or demand is deposited by the division for delivery by the United States Postal Service, if mailed postage prepaid to the address of the principal office on file with the division.
(5) The division shall keep a record of each process, notice, and demand served pursuant to this section and record the time of, and the action taken regarding, the service.
(6) This section does not affect the right to serve process, notice, or a demand in any other manner provided by law.
Enacted by Chapter 363, 2008 General Session
2023 Utah Code › Title 16 - Corporations › Chapter 16 - Uniform Limited Cooperative Association Act › Part 2 - Filing and Annual Reports › Section 201 - Signing of records delivered for filing to division.

16-16-201.
Signing of records delivered for filing to division.
(1) A record delivered to the division for filing pursuant to this chapter shall be signed as follows:
(a) The initial articles of organization shall be signed by at least one organizer.
(b) A statement of cancellation under Subsection 16-16-302(4) shall be signed by at least one organizer.
(c) Except as otherwise provided in Subsection (1)(d), a record signed on behalf of an existing limited cooperative association shall be signed by an officer.
(d) A record filed on behalf of a dissolved association shall be signed by a person winding up activities under Section 16-16-1206 or a person appointed under Section 16-16-1206 to wind up those activities.
(e) Any other record shall be signed by the person on whose behalf the record is delivered to the division.
(2) Any record to be signed under this chapter may be signed by an authorized agent.
Amended by Chapter 378, 2010 General Session
2023 Utah Code › Title 16 - Corporations › Chapter 16 - Uniform Limited Cooperative Association Act › Part 2 - Filing and Annual Reports › Section 202 - Signing and filing of records pursuant to judicial order.

Superseded 7/1/2024
16-16-202.
Signing and filing of records pursuant to judicial order.
(1) If a person required by this chapter to sign or deliver a record to the division for filing does not do so, the district court, upon petition of an aggrieved person, may order:
(a) the person to sign the record and deliver it to the division for filing; or
(b) delivery of the unsigned record to the division for filing.
(2) An aggrieved person under Subsection (1), other than the limited cooperative association or foreign cooperative to which the record pertains, shall make the association or foreign cooperative a party to the action brought to obtain the order.
(3) An unsigned record filed pursuant to this section is effective.
Enacted by Chapter 363, 2008 General Session
2023 Utah Code › Title 16 - Corporations › Chapter 16 - Uniform Limited Cooperative Association Act › Part 2 - Filing and Annual Reports › Section 202 - Signing and filing of records pursuant to judicial order.

Effective 7/1/2024
16-16-202.
Signing and filing of records pursuant to judicial order.
(1) If a person required by this chapter to sign or deliver a record to the division for filing does not sign or deliver the record to the division for filing, the court may order, upon the petition of an aggrieved person:
(a) the person to sign the record and deliver the record to the division for filing; or
(b) delivery of the unsigned record to the division for filing.
(2) An aggrieved person under Subsection (1), other than the limited cooperative association or foreign cooperative to which the record pertains, shall make the association or foreign cooperative a party to the action brought to obtain the order.
(3) An unsigned record filed pursuant to this section is effective.
Amended by Chapter 401, 2023 General Session
2023 Utah Code › Title 16 - Corporations › Chapter 16 - Uniform Limited Cooperative Association Act › Part 2 - Filing and Annual Reports › Section 203 - Delivery to and filing of records by division -- Effective time and date.

16-16-203.
Delivery to and filing of records by division -- Effective time and date.
(1) A record authorized or required by this chapter to be delivered to the division for filing shall be captioned to describe the record's purpose, be in a medium and format permitted by the division, and be delivered to the division. If the filing fees have been paid, and unless the division determines that the record does not comply with the filing requirements of this chapter, the division shall file the record.
(2) The division, upon request and payment of the required fee, shall furnish a certified copy of any record filed by the division under this chapter to the person making the request.
(3) Except as otherwise provided in Sections 16-16-118 and 16-16-204, a record delivered to the division for filing under this chapter may specify an effective time and a delayed effective date that may include an effective time on that date. Except as otherwise provided in Sections 16-16-118 and 16-16-204, a record filed by the division under this chapter is effective:
(a) if the record does not specify an effective time and does not specify a delayed effective date, on the date and at the time the record is filed as evidenced by the division's endorsement of the date and time on the record;
(b) if the record specifies an effective time but not a delayed effective date, on the date the record is filed at the time specified in the record;
(c) if the record specifies a delayed effective date but not an effective time, at 12:01 a.m. on the earlier of:
(i) the specified date; or
(ii) the 90th day after the record is filed; or
(d) if the record specifies an effective time and a delayed effective date, at the specified time on the earlier of:
(i) the specified date; or
(ii) the 90th day after the record is filed.
Amended by Chapter 378, 2010 General Session
2023 Utah Code › Title 16 - Corporations › Chapter 16 - Uniform Limited Cooperative Association Act › Part 2 - Filing and Annual Reports › Section 204 - Correcting filed record.

16-16-204.
Correcting filed record.
(1) A limited cooperative association or foreign cooperative may deliver to the division for filing a statement of correction to correct a record previously delivered by the association or foreign cooperative to the division and filed by the division if, at the time of filing, the record contained inaccurate information or was defectively signed.
(2) A statement of correction may not state a delayed effective date and shall:
(a) describe the record to be corrected, including its filing date, or have attached a copy of the record as filed;
(b) specify the inaccurate information and the reason it is inaccurate or the manner in which the signing was defective; and
(c) correct the inaccurate information or defective signature.
(3) When filed by the division, a statement of correction is effective:
(a) when filed as to persons relying on the inaccurate information or defective signature before its correction and adversely affected by the correction; and
(b) as to all other persons, retroactively as of the effective date and time of the record the statement corrects.
Amended by Chapter 378, 2010 General Session
2023 Utah Code › Title 16 - Corporations › Chapter 16 - Uniform Limited Cooperative Association Act › Part 2 - Filing and Annual Reports › Section 205 - Liability for inaccurate information in filed record.

16-16-205.
Liability for inaccurate information in filed record.
If a record delivered to the division for filing under this chapter and filed by the division contains inaccurate information, a person that suffers a loss by reliance on the information may recover damages for the loss from a person that signed the record or caused another to sign it on the person's behalf and knew at the time the record was signed that the information was inaccurate.
Enacted by Chapter 363, 2008 General Session
2023 Utah Code › Title 16 - Corporations › Chapter 16 - Uniform Limited Cooperative Association Act › Part 2 - Filing and Annual Reports › Section 206 - Certificate of existence or authorization.

Effective 5/8/2018
16-16-206.
Certificate of existence or authorization.
(1) The division, upon request and payment of the required fee, shall furnish any person that requests it a certificate of existence for a limited cooperative association if the records filed in the office of the division show that the division has filed the association's articles of organization, that the association is registered with the division, and that the division has not filed a statement of termination.
(2) The division, upon request and payment of the required fee, shall furnish to any person that requests it a certificate of authority for a foreign cooperative if the records filed in the office of the division show that the division has filed the foreign cooperative's certificate of authority, has not revoked nor has reason to revoke the certificate of authority, and has not filed a notice of cancellation.
(3) Subject to any exceptions stated in the certificate, a certificate of existence or authority issued by the division establishes conclusively that the limited cooperative association or foreign cooperative is registered with the division or is authorized to transact business in this state.
Amended by Chapter 149, 2018 General Session
2023 Utah Code › Title 16 - Corporations › Chapter 16 - Uniform Limited Cooperative Association Act › Part 2 - Filing and Annual Reports › Section 207 - Annual report for division.

16-16-207.
Annual report for division.
(1) A limited cooperative association or foreign cooperative authorized to transact business in this state shall deliver to the division for filing an annual report that states:
(a) the name of the association or foreign cooperative;
(b) the street address and, if different, mailing address of the association's or foreign cooperative's designated office and the name of its agent for service of process at the designated office;
(c) the street address and, if different, mailing address of the association's or foreign cooperative's principal office; and
(d) in the case of a foreign cooperative, the state or other jurisdiction under whose law the foreign cooperative is formed and any alternative name adopted under Section 16-16-1405.
(2) Information in an annual report shall be current as of the date the report is delivered to the division.
(3) The first annual report shall be delivered to the division between January 1 and April 1 of the year following the calendar year in which the limited cooperative association is formed or the foreign cooperative is authorized to transact business in this state. For subsequent years, an annual report shall be delivered to the division during the month in which falls the anniversary of the limited cooperative association's organization or the foreign cooperative's authorization to transact business.
(4) If an annual report does not contain the information required by Subsection (1), the division shall promptly notify the reporting limited cooperative association or foreign cooperative and return the report for correction. If the report is corrected to contain the information required by Subsection (1) and delivered to the division not later than 30 days after the date of the notice from the division, it is timely delivered.
(5) If a filed annual report contains an address of the designated office, name of the agent for service of process, or address of the principal office which differs from the information shown in the records of the division immediately before the filing, the differing information in the annual report is considered a statement of change.
(6) If a limited cooperative association fails to deliver an annual report under this section, the division may proceed under Section 16-16-1211 to dissolve the association administratively.
(7) If a foreign cooperative fails to deliver an annual report under this section, the division may revoke the certificate of authority of the cooperative.
Amended by Chapter 378, 2010 General Session
2023 Utah Code › Title 16 - Corporations › Chapter 16 - Uniform Limited Cooperative Association Act › Part 2 - Filing and Annual Reports › Section 208 - Filing fees.

16-16-208.
Filing fees.
The filing fee for records filed under this part by the division shall be established by the division in accordance with Section 63J-1-504.
Amended by Chapter 183, 2009 General Session
2023 Utah Code › Title 16 - Corporations › Chapter 16 - Uniform Limited Cooperative Association Act › Part 3 - Formation and Initial Articles of Organization of Limited Cooperative Association › Section 302 - Formation of limited cooperative association -- Articles of organization.

16-16-302.
Formation of limited cooperative association -- Articles of organization.
(1) To form a limited cooperative association, an organizer of the association shall deliver articles of organization to the division for filing. The articles shall state:
(a) the name of the association;
(b) the purposes for which the association is formed;
(c) the street address and, if different, mailing address of the association's initial designated office and the name of the association's initial agent for service of process at the designated office;
(d) the street address and, if different, mailing address of the initial principal office;
(e) the name and street address and, if different, mailing address of each organizer; and
(f) the term for which the association is to exist if other than perpetual.
(2) Subject to Subsection 16-16-113(1), articles of organization may contain any other provisions in addition to those required by Subsection (1).
(3) A limited cooperative association is formed after articles of organization that substantially comply with Subsection (1) are delivered to the division, are filed, and become effective under Subsection 16-16-203(3).
(4) If articles of organization filed by the division state a delayed effective date, a limited cooperative association is not formed if, before the articles take effect, an organizer signs and delivers to the division for filing a statement of cancellation.
Amended by Chapter 378, 2010 General Session
2023 Utah Code › Title 16 - Corporations › Chapter 16 - Uniform Limited Cooperative Association Act › Part 3 - Formation and Initial Articles of Organization of Limited Cooperative Association › Section 303 - Organization of limited cooperative association.

16-16-303.
Organization of limited cooperative association.
(1) After a limited cooperative association is formed:
(a) if initial directors are named in the articles of organization, the initial directors shall hold an organizational meeting to adopt initial bylaws and carry on any other business necessary or proper to complete the organization of the association; or
(b) if initial directors are not named in the articles of organization, the organizers shall designate the initial directors and call a meeting of the initial directors to adopt initial bylaws and carry on any other business necessary or proper to complete the organization of the association.
(2) Unless the articles of organization otherwise provide, the initial directors may cause the limited cooperative association to accept members, including those necessary for the association to begin business.
(3) Initial directors need not be members.
(4) An initial director serves until a successor is elected and qualified at a members meeting or the director is removed, resigns, is adjudged incompetent, or dies.
Enacted by Chapter 363, 2008 General Session