Starting, Dissolving, or Reinstating a Corporation

Starting a Corporation

To create a corporation, you must prepare Articles of Incorporation and file the document with the Department of Commerce, Division of Corporations and Commercial Code. The Department of Commerce has information on their website dealing with Articles of Incorporation, at corporations.utah.gov.

An S corporation is the incorporation of an ordinary business formed and operated under a state’s general corporation law, but the corporation has made an election with and been approved by the Internal Revenue Service to be taxed as an S corporation. An S corporation is generally treated as a pass-through entity for federal income tax purposes. It files an “information” tax return to report its income and expenses, but is not separately taxed as a C corporation.

Income and expenses of an S corporation typically “flow through” to the shareholders in proportion to their share holdings, and profits are taxed to the shareholders on their individual income tax returns. If an S corporation has shareholders that are not Utah resident individuals, then the income attributable to those shareholders is subject to a withholding tax. The withholding tax may be claimed as a tax credit on the Utah Individual Income Tax Return (nonresident).

After forming a corporation, you can become an S corporation by applying to the Internal Revenue Service (IRS) on federal form 2553, Election by a Small Business Corporation. When you receive your approval for the S election from the IRS, please send a copy to the Tax Commission.

Dissolving a Corporation

See corporate tax return instructions for this information.

Reinstating a Corporation

The Utah Department of Commerce no longer accepts a Letter of Good Standing to reinstate a corporation that was involuntarily dissolved.  The Department of Commerce will contact the Tax Commission directly for verification of a corporation’s good standing as part of their own reinstatement process.  Contact the Department of Commerce by phone at #801-530-4849 or by email at corpucc@utah.gov for information on how to reinstate your corporation.

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Please note . . .

TAP Scheduled Upgrade

Taxpayer Access Point (TAP) will be upgraded Friday, December 11 at 5:00pm through Monday, December 14 at 7:00am. TAP will be unavailable during this time.

Please note . . .

TC-69 Form Usually Requires Additional Schedules

When submitting a TC-69 paper form, you MUST also include the appropriate schedule(s). If you do not include the correct schedule(s), your business registration will be delayed.

Note: To save time and ensure all needed schedules are included, you can apply for a tax account online.

Effective: June 1, 2024 – To improve efficiency, we are moving all Utah State Business and Tax Registrations (TC-69 and related schedules) online.

Please note . . .

Sales tax filing is changing

All Utah sales and use tax returns and other sales-related tax returns must be filed electronically, beginning with returns due Nov. 2, 2020. File electronically using Taxpayer Access Point at tap.utah.gov.

This includes:

  • Third quarter, July-Sept 2020 (quarterly filers)
  • September 2020 (monthly filers)
  • Jan – Dec 2020 (annual filers)
  • All related schedules

You can continue to the PDF form below, or go to TAP to register and begin filing electronically now—no need to wait until the deadline!