{"data":{"id":"us-ut/utah-code-48-4-303","jurisdiction":"us-ut","citation":"Utah Code § 48-4-303","heading":"Right of action.","body":"(1) Except in a benefit enforcement proceeding, a person may not bring an action or assert a claim against a benefit company or a benefit company's member, manager, or officer with respect to:\n(a) failure to pursue or create general public benefit or a specific public benefit set forth in the benefit company's certificate of organization; or\n(b) violation of a duty or standard of conduct under this chapter.\n(2) A benefit company is not liable for monetary damages under this chapter for a failure of the benefit company to pursue or create general public benefit or a specific public benefit.\n(3) Only the following may commence or maintain a benefit enforcement proceeding:\n(a) the benefit company, directly; or\n(b) one or more of the following, derivatively:\n(i) a member that owned at least 2% of the total number of interests of a class or series outstanding at the time of the act or omission complained of;\n(ii) a manager of a manager-managed benefit company;\n(iii) a person or group of persons who own beneficially or of record at least 5% of the interests in an association of which the benefit company is a subsidiary at the time of the act or omission complained of; or\n(iv) any person or group of persons specified in the benefit company's certificate of organization or operating agreement.","path":["Title 48 Unincorporated Business Entity Act","Chapter 48-4 Benefit Limited Liability Company Act","Part 48-4-3 Accountability"],"source_url":"https://le.utah.gov/xcode/Title48/Chapter4/48-4-S303.html","current_through":"2026 General Session","vintage":"","retrieved_at":"2026-09-03T11:34:33Z","sha256":"51e7e2ba804017be90e8e08a6266ca39a4995b2f3f4e972a9df681b8e69071a1","source_id":"us-ut","stale":false,"prev":"us-ut/utah-code-48-4-302","next":"us-ut/utah-code-48-4-401"},"notice":"GroundRules: Original legal text. Not legal advice."}