Single-Member LLC in Utah (2026)
A single-member LLC in Utah is created by filing a Certificate of Organization with the Utah Division of Corporations and Commercial Code. The LLC filing fee on the Division's current fee schedule is $59. The IRS treats a single-member LLC as a disregarded entity by default, so profit is reported on Schedule C with Schedule SE.
Quick Answer
- Document
- Certificate of Organization
- Agency
- Utah Division of Corporations and Commercial Code (Department of Commerce)
- Filing fee
- $59 (FY2026 fee schedule, effective July 1, 2025)
- Registered agent
- Required - Utah street address
- Annual renewal
- Required each year with the Division; fee on the current schedule
- Default federal tax
- Disregarded entity - Schedule C and Schedule SE
- EIN
- $0 - free from the IRS
What a Single-Member LLC Is in Utah
A single-member LLC is a limited liability company with exactly one owner. Utah's Revised Uniform Limited Liability Company Act permits it, and the Division of Corporations processes the filing the same way it processes a multi-member company. The single owner gets the same statutory liability shield: the company's debts are the company's, not the member's, as long as the separation is respected in practice.
The contrast is with a sole proprietorship, which needs no filing and gives no shield. Read what a single-member LLC is for the national picture and what an LLC is for the basics.
Filing the Certificate of Organization
Utah's formation document is called a Certificate of Organization, not Articles of Organization. It is filed with the Division of Corporations and Commercial Code, part of the Utah Department of Commerce, and is available online through the Division's registration system.
The Division's Fiscal Year 2026 fee schedule, effective July 1, 2025, lists the limited liability company filing fee at $59. That is the only mandatory state charge to create the entity. The certificate collects the LLC's name, its principal address, the registered agent's name and Utah street address with the agent's acceptance, and whether the company is member-managed or manager-managed. See Utah Articles of Organization and how to form an LLC in Utah for the step-by-step.
Name and Registered Agent
The name must be distinguishable from other names on the Division's records and must include an LLC designator. Check availability in the Division's business search before you pay, and pair it with a trademark search if the name carries brand value. If you will trade under a different public name, see Utah DBA filing.
Every Utah LLC must maintain a registered agent with a physical Utah street address who accepts service of process; a post office box alone is not sufficient. A single-member owner living in Utah can act as their own agent, with the trade-off that the home address becomes public record. See Utah registered agent requirements and the national guide.
Federal Tax Treatment: Disregarded by Default
The IRS treats a domestic single-member LLC as a disregarded entity unless it elects otherwise. Disregarded means the company is ignored for federal income tax purposes and its activity is reported directly on the owner's return - Schedule C for an operating business - with self-employment tax computed on Schedule SE.
The self-employment tax rate is 15.3%: 12.4% for Social Security and 2.9% for Medicare. The Social Security portion stops at an annual wage base the IRS adjusts each year; Medicare has no ceiling, and an additional 0.9% applies above $200,000 for single filers and $250,000 for joint filers. Half of the self-employment tax is deductible in figuring adjusted gross income. See self-employment tax and the SE tax calculator.
Being disregarded for income tax does not make the LLC invisible everywhere. A single-member LLC is treated as a separate entity for employment taxes and certain excise taxes, which means it uses its own EIN for payroll. Get one free at how to get an EIN; owners without a Social Security number should read what an ITIN is.
Electing Corporate or S-Corp Treatment
A single-member LLC can elect to be taxed as a corporation on Form 8832, and can then elect S corporation status on Form 2553. The usual motive is to split earnings between reasonable W-2 wages and distributions, since only the wages carry payroll tax. The trade-offs are running actual payroll, filing Form 1120-S, and defending the reasonableness of the salary.
The election is a tax classification, not a change of entity - the Division of Corporations record still shows an LLC. Weigh it at S-corp vs LLC before filing anything.
Utah State Taxes and Licensing
Register with the Utah State Tax Commission for the accounts your activity requires - sales and use tax if you sell taxable goods or services, and withholding if you have employees. A disregarded single-member LLC's income flows onto the owner's Utah individual income tax return along with the federal Schedule C result.
Utah has no single statewide general business license. Licensing is municipal: most Utah cities require a business license for businesses operating within city limits, and regulated professions add a state license from the Division of Occupational and Professional Licensing. See Utah business licenses and the national licensing overview.
The Annual Renewal
Utah LLCs must renew their registration with the Division of Corporations every year. The Division publishes the renewal process and sends a notice to the address on file, and the renewal fee appears on the same fee schedule as the formation fee - note that renewal amounts on that schedule include a $5 surcharge for the state's single sign-on portal. Confirm the current renewal fee on the Division's fee schedule before budgeting it.
Missing the renewal leads to expiration of the registration, and an expired LLC can lose the ability to bring suit and will fail a good-standing check at a bank or a lender. See Utah annual renewal requirements and Utah LLC cost.
Keeping the Liability Shield Intact
The single-member LLC's weak point is not the statute; it is the owner's habits. Courts look at whether the company was operated as a distinct business. Open a bank account in the LLC's name and never pay personal expenses from it. Sign contracts in the company's name with your title, not as an individual. Keep the registered agent current and the annual renewal filed.
Adopt a written operating agreement even with one member. Utah does not require it and no one collects it, but it documents that the company is a real entity, states how the single member is admitted and how successors take over, and is routinely requested by banks and title companies. When the business ends, follow how to dissolve an LLC in Utah rather than abandoning the registration.
Frequently Asked Questions
How much does a single-member LLC cost in Utah?
The Utah Division of Corporations and Commercial Code lists a $59 filing fee for a limited liability company on its Fiscal Year 2026 fee schedule, effective July 1, 2025. That is the only mandatory state charge to form the entity. An annual renewal fee applies later, and a federal EIN is free.
Is a Utah single-member LLC taxed differently from a multi-member LLC?
Yes, by default. The IRS disregards a single-member LLC, so its activity is reported on the owner's Schedule C with Schedule SE. A multi-member LLC defaults to partnership treatment and files Form 1065 with Schedules K-1. Either can elect corporate or S corporation treatment instead.
Does a Utah single-member LLC need a registered agent?
Yes. Every Utah LLC must maintain a registered agent with a physical Utah street address who can accept service of process during business hours. A post office box alone is not sufficient. The single member may serve as the agent, but the address becomes part of the public record.
Does Utah require an operating agreement for a single-member LLC?
No, and the state does not collect one. Adopting a written operating agreement is still worth doing: it evidences that the LLC is a separate entity, records how the member's interest passes to a successor, and is commonly requested by banks, lenders, and title companies.
Do I need an EIN for a Utah single-member LLC?
You need one to run payroll, to file certain excise returns, and generally to open a business bank account. A disregarded single-member LLC with no employees can sometimes use the owner's Social Security number for income tax, but an EIN keeps that number off client paperwork. EINs are free.
What happens if I miss the Utah annual renewal?
The registration expires. An expired LLC fails good-standing checks at banks and lenders and can lose the ability to maintain a lawsuit until it is reinstated. Utah publishes the renewal process and the current renewal fee; calendar the date rather than relying on the mailed notice.
Related
- What is a single-member LLC?
- How to form an LLC in Utah
- Utah Certificate of Organization
- Utah registered agent requirements
- Utah annual renewal requirements
- Utah LLC cost
- Utah operating agreement
- Utah business licenses
- How to dissolve an LLC in Utah
- S-corp vs LLC
Sources
- Utah Division of Corporations and Commercial Code - Fiscal Year 2026 Fee Schedule, effective July 1, 2025 ($59 LLC filing fee; renewal fees include a $5 portal surcharge).
- Utah Division of Corporations - Domestic Limited Liability Company.
- Utah Division of Corporations - Renewal Process.
- Utah Division of Corporations - Online Registration Instructions.
- Utah State Tax Commission - Business Taxes.
- IRS - Single Member Limited Liability Companies (disregarded entity; employment and excise tax).
- IRS - Self-Employment Tax (15.3%; Additional Medicare thresholds).
- IRS - About Form 8832, Entity Classification Election.
- IRS - About Form 2553, Election by a Small Business Corporation.
- IRS - Get an Employer Identification Number (free EIN).
LegalGlass provides general information for educational purposes and is not legal advice, is not a law firm, and is not a substitute for advice from a licensed attorney or tax professional. Laws, fees, and thresholds change; verify current amounts with the Utah Division of Corporations and Commercial Code and the Utah State Tax Commission before acting.