16-1a-102. Certificate of existence or registration.
381 words·~2 min read·
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Effective 10/1/2026
16-1a-102. Certificate of existence or registration.
(1)Upon request of a person, the division shall issue a certificate of existence for a domestic filing entity or a certificate of registration for a registered foreign entity.
(2)The division shall ensure that a certificate described in Subsection
(1)states:
(a)the domestic filing entity's name or the registered foreign entity's name used in the state;
(b)for a domestic filing entity:
(i)that the division has filed the domestic filing entity's public organic record or statement of qualification and the public organic record or statement of qualification has taken effect;
(ii)the date the public organic record or statement of qualification took effect;
(iii)the period of the entity's duration if the records of the division reflect that the entity's period of duration is less than perpetual; and
(iv)that the records of the division do not reflect that the entity has been dissolved;
(c)for a registered foreign entity, that the registered foreign entity is registered to do business in this state;
(d)that the domestic filing entity or the registered foreign entity pays all fees, taxes, interest, and penalties collected by the division that the domestic filing entity or registered foreign entity owes to the state if:
(i)the division's records reflect the domestic filing entity's or the registered foreign entity's payment of the fee, tax, interest, or penalty; and
(ii)nonpayment of the fees, taxes, interest, and penalties affects the good standing or registration of the domestic filing entity or the registered foreign entity;
(e)that domestic filing entity or the registered foreign entity has delivered to the division for filing the most recent annual report required by the division;
(f)that a proceeding is not pending under Part 6, Administrative Dissolution; and
(g)other reasonable facts contained in the division's records relating to the domestic filing entity or the registered foreign entity that the person requesting the certificate requests.
(3)Subject to a qualification stated in the certificate of existence or registration, a person may rely on the facts stated in the certificate of existence or registration issued by the division under Subsection
(1)as conclusive evidence of the facts stated in the certificate of existence or registration.
Enacted by Chapter 93 , 2026 General Session