Utah Constitution Article 12 Corporations
Utah Constitution – Article XII: Corporations
Article XII of the Utah Constitution outlines the regulations and restrictions concerning corporations, including how they are formed, governed, and overseen within the state. Below is a summary of the key sections and provisions:
🔑 Key Provisions of Article XII – Corporations
Corporations Created Under General Laws Only (Section 1)
Corporations (except for municipal corporations) can only be formed under general laws.
Special acts (laws for individual corporations) are not allowed.
Right to Alter or Repeal Corporate Charters (Section 2)
The state reserves the right to alter, revoke, or annul corporate charters.
This ensures that corporations remain accountable to public interest.
Corporations as Citizens (Section 3)
Corporations are treated like individual citizens in terms of legal obligations and rights.
They are subject to the same duties and liabilities as individuals.
Foreign Corporations (Section 4)
Foreign (out-of-state) corporations must comply with Utah laws.
They cannot do business in the state without authorization and are subject to local regulation.
Corporate Powers Limited (Section 5)
Corporations can only exercise powers granted by the legislature.
Their powers must be used for lawful and stated purposes.
Stock and Bonds Regulations (Section 6)
Corporations may not issue stock or bonds except for actual value received.
Fictitious capital is not allowed.
Railroad Corporations (Section 7)
Railroad companies are public carriers and subject to public regulation.
They must provide equal service to all and are open to government control for rates and practices.
No Consolidation Without Consent (Section 8)
Railroads and other public utility corporations cannot merge or consolidate without state approval.
Discrimination and Preference Prohibited (Section 9)
Corporations, especially in transportation, cannot offer preferences or discriminate in freight or passenger service.
Right to Regulate Charges and Services (Section 10)
The state reserves the right to regulate fares, charges, and practices of corporations operating in Utah.
🧾 Purpose and Impact:
Ensures corporate accountability and transparency.
Protects public interest by limiting corporate power and preventing monopolies.
Encourages equal treatment of customers and fair business practices.
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