16-1a-1006. Statement of domestication -- Effective date of domestication.

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A research copy — for the controlling text, always check the official state or federal source. Not legal advice.

Effective 10/1/2026

(1)A domesticating entity shall sign a statement of domestication and deliver the statement of domestication to the division for filing.

(2)A statement of domestication shall contain:

(a)the domesticating entity's name, jurisdiction of formation, and type of entity;

(b)the domesticated entity's name, jurisdiction of formation, and type of entity;

(c)if the statement of domestication is not to be effective upon filing, the later day and time on which the statement of domestication will take effect, which may not be more than 90 days after the day on which the division files the statement of domestication;

(i)if the domesticated entity is a domestic entity, a statement that the domesticating entity approved the plan of domestication in accordance with Section 16-1a-1004 ; or

(ii)if the domesticating entity is a foreign entity, a statement that the domesticating entity approved the plan of domestication in accordance with the law of the domesticating entity's jurisdiction of formation;

(e)if the domesticated entity is a domestic filing entity, the domesticated entity's public organic record;

(f)if the domesticated entity is a domestic limited liability partnership, the domesticated entity's statement of qualification; and

(g)if the domesticated entity is a foreign entity that is not a registered foreign entity, a mailing address to which the division may send any process served on the division.

(3)In addition to the requirements of Subsection

(2), a statement of domestication may contain any other provision not prohibited by law.

(4)If the domesticated entity is a domestic entity, the domesticated entity's public organic record, if any, shall satisfy the requirements of the laws of this state, except that the public organic record:

(a)is not required to be signed; and

(b)may omit any provision that is not required to be included in a restatement of the public organic record.

(a)A domestic domesticating entity may deliver a plan of domestication that a domestic domesticating entity signs and that meets all of the requirements of Subsection

(2)to the division for filing instead of a statement of domestication.

(b)A domestic domesticating entity delivering a plan of domestication in accordance with Subsection (5)(a) has the same effect as delivering a statement of domestication to the division.

(c)If a domestic domesticating entity delivers a plan of domestication as described in this Subsection

(5), all references to a statement of domestication refer to the plan of domestication filed in accordance with this part.

(6)A statement of domestication takes effect on the day and time:

(a)on which the domestic domesticating entity delivers the statement of domestication to the division for filing; or

(b)specified in the statement of domestication that is later than the day and time on which the domestic domesticating entity delivers the statement of domestication to the division for filing.

(a)If a domesticated entity is a domestic entity, a domestication takes effect on the day and time on which the statement of domestication takes effect.

(b)If a domesticated entity is a foreign entity, the domestication takes effect on the later of:

(i)the day and time provided by the organic law of the domesticated entity; or

(ii)the day and time on which the statement of domestication takes effect.

Enacted by Chapter 93 , 2026 General Session