- General Information
- Domestic Corporations
- Foreign Corporations
- Processing Time Expectations
- See Also – Letter of Good Standing
Verification of good standing is required as part of the process to withdraw a foreign corporation from Utah.
To legally conduct business in Utah, a corporation (profit, nonprofit, domestic or foreign) must register with the Utah Department of Commerce. To legally cease doing business once registered, a corporation must dissolve (if domestic) or withdraw (if foreign) the corporation with the Utah Department of Commerce, Division of Corporations. Until a registered corporation legally dissolves or withdraws, it is required to continue to file and pay Utah corporation income/franchise taxes.
Domestic corporations are corporations formed in the State of Utah. To legally dissolve in Utah, file Articles of Dissolution with the Utah Department of Commerce, Division of Corporations. Domestic Corporations do not need a Tax Clearance Certificate to dissolve.
Foreign corporations are corporations formed outside of the State of Utah but registered to conduct business in Utah. To legally withdraw from Utah, complete the following steps.
Step 1: Verify that your foreign corporation is registered in Utah
Use the Utah Department of Commerce Entity Search at https://secure.utah.gov/bes/action/index.
Step 2: Contact the Department of Commerce to submit a Withdrawal Application
NOTE: When calling, please have your Federal Employer Identification Number (FEIN) and your Utah Entity Number. The Utah Entity Number can be found on the Utah Department of Commerce website or by calling the Utah Department of Commerce at 801-530-4849.
Step 3: The Department of Commerce will send a request to the Tax Commission to verify that you are in good standing.
If you are in good standing, the Department of Commerce will move forward with the withdrawal.
If you are not in good standing, the Tax Commission will issue you a “Rejection Notice” explaining why we were not able to approve your good standing.
The Rejection notice will detail any tax returns or payments that must be filed or resolved, any outstanding audit issues, and any final returns or information still needed for future good standing requests.
A good standing verification will not be issued until all required returns are filed and all taxes, penalties and interest are paid for all years a business was registered with the Department of Commerce regardless of whether the company conducted business. You can expedite the process by your quick response to the requirements from your Rejection Notice letter.
Once the Tax Commission receives a request for good standing verification from the Department of Commerce, a response may take up to 3 business days.