State Codes and Statutes

Statutes > Utah > Title-16 > Chapter-10a > 16-10a-103

16-10a-103. Notice.
(1) (a) Notice given under this chapter shall be in writing unless oral notice is reasonableunder the circumstances.
(b) Notice by electronic transmission is written notice.
(2) (a) Subject to compliance with any requirement that notice be in writing, notice maybe communicated in person, by telephone, by any form of electronic transmission, or by mail orprivate carrier.
(b) If the forms of personal notice listed in Subsection (2)(a) are impracticable, noticemay be communicated:
(i) (A) by a newspaper of general circulation in the county, or similar subdivision, inwhich the corporation's principal office is located; and
(B) by publication in accordance with Section 45-1-101;
(ii) by radio, television, or other form of public broadcast communication in the countyor subdivision; or
(iii) if the corporation has no office in this state, in the manner allowed by Subsection(2)(b)(i) or (ii) but in Salt Lake County.
(3) (a) Written notice by a domestic or foreign corporation to its shareholders ordirectors, if in a comprehensible form, is effective as to each shareholder or director:
(i) when mailed, if addressed to the shareholder's or director's address shown in thecorporation's current record of the shareholder or director; or
(ii) when electronically transmitted to the shareholder or director, in a manner and to anaddress provided by the shareholder or director in an unrevoked consent.
(b) Consent under Subsection (3)(a)(ii) is considered revoked if:
(i) the corporation is unable to deliver by electronic transmission two consecutive noticestransmitted by the corporation based on that consent; and
(ii) the corporation's inability to deliver notice by electronic transmission underSubsection (3)(b)(i) is known by the:
(A) corporation's secretary;
(B) an assistant secretary or transfer agent of the corporation; or
(C) any other person responsible for providing notice.
(c) Notwithstanding Subsection (3)(b), a corporation's failure to treat consent underSubsection (3)(a) as revoked does not invalidate any meeting or other act.
(d) Delivery of a notice to shareholders may be excused in accordance with Subsection16-10a-705(5).
(4) Written notice to a domestic or foreign corporation authorized to transact business inthis state may be addressed to the corporation's:
(a) registered agent; or
(b) secretary at its principal office.
(5) Except as provided in Subsection (3), written notice, if in a comprehensible form, iseffective at the earliest of the following:
(a) when received;
(b) five days after it is mailed; or
(c) on the date shown on the return receipt if sent by registered or certified mail, returnreceipt requested, and the receipt is signed by or on behalf of the addressee.
(6) Oral notice is effective when communicated if communicated in a comprehensible

manner.
(7) Notice by publication is effective on the date of first publication.
(8) (a) If this chapter prescribes notice requirements for particular circumstances, thoserequirements govern.
(b) If articles of incorporation or bylaws prescribe notice requirements, not inconsistentwith this section or other provisions of this chapter, those requirements govern.

Amended by Chapter 378, 2010 General Session