Do I need a lawyer to Incorporate in Montana? |
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The short answer is no.
The state of Montana does not legally require a lawyer to form a
Montana Corporation.
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The short answer is no.
The state of Montana does not legally require a lawyer to form a
Montana Corporation.
Our detailed Incorporation Information page may help you understand some
of the implications of forming a Montana Corporation.
However, if there is anything about Incorporating in Montana
that you're not sure about you should seek the advice of a competent Montana lawyer, a Montana accountant,
or both before you Incorporate in Montana.
Once you have made the decision to Incorporate in Montana, a Montana lawyer
can file your documents and act as a middle man for a few hundred dollars an hour; or you can use an online service provider like All Business Documents
to perform these services and save money that you can use in your new Montana Corporation.
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Do I have to Reserve a Company Name before I Incorporate in Montana?
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You are not legally required to reserve a Company Name for a new Montana Corporation before you submit your application to Incorporate in
Montana.
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You are not legally required to reserve a Company Name for a new Montana Corporation before you submit your application to Incorporate in
Montana.
Whether or not you need to reserve a company name for your new Montana Corporation depends entirely on your business situation.
The Montana Secretary of State uses names on a first come first served basis.
So if you think that someone may snatch the Company Name that you have in mind, you may want to reserve that Montana Company Name.
Click here for more information on
Montana Company Name Reservation
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What if the Montana Corporation Name I want is already taken?
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If the Name you have chosen for your new Montana Corporation is already in use by a currently active
Montana Corporation or LLC, and you still want to use that Corporation Name, then you will have to register a DBA Name with the Montana Secretary of State. "DBA" is an abbreviation for "Doing Business As."
We verify that the Name you have chose for your new Montana Corporation is available before we submit
your Incorporation filing to the Montana Secretary of State.
If necessary we can register a DBA Name in Montana for you so that you can open your new Montana business as quickly as possible.
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What do I have to do to Incorporate in Montana?
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8 things you have to do in order to Incorporate in Montana.
1. Choose a name for your Montana Corporation
2. Select an official address and a Registered Agent for your Montana Corporation
3. Choose a Board of Directors for your Montana Corporation
4. Decide who will be Officers for your Montana Corporation
5. Determine how you want your Montana Corporation to be taxed
6. File Articles of Incorporation with the Montana Secretary of State
7. Get a Federal Employer Identification Number (FEIN)
8. Issue Stock Certificates to the Initial Shareholders
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1. Choose a name for your Montana Corporation
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Your Montana Corporation name can identify the type of products and services your business will provide;
or it may be the name of the founder; or it can be a combination of the two or something else.
In any case, the Montana Corporation name that you choose must be distinguishable from the name of any other registered Montana Corporation or other
business entity and the name must also be different from any reserved names on record with the state of Montana.
Your Montana Corporation name must not imply that it was formed for a purpose other than that stated in your
Articles of Incorporation;
and your Montana Corporation name must not be a name that is likely to mislead the public.
The name of a Montana Corporation must include the word "Corporation" or
"Incorporated" or an abbreviation of one of these words.
It's important to choose a good name for your Montana Corporation because if you want to change it after you incorporate you
will have to file amended Articles of Incorporation with the Montana Secretary of State (and pay a fee).
We will:
- Check to make sure that your Montana Corporation name is available
- Make sure your Montana Corporation name conforms to state of Montana regulations
- Reserve your Montana Corporation name with the Montana Secretary of State
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2. Select an official address and a Registered Agent for your Montana Corporation
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Every Montana Corporation must have an address that is physically located in the state of Montana.
This address is "registered" with the Montana Secretary of State.
The Registered Address is where official and legal correspondence can be delivered.
The individual or company that is registered with the state of Montana to receive all correspondence on behalf of the Montana
Corporation is called a "Registered Agent".
You may act as your own Registered Agent, however, many Montana Corporations hire a Registered Agent because they don't have a physical
address within the state of Montana or to provide a distinct level of privacy.
- We can act as the official Registered Agent for your Montana Corporation.
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3. Choose a Board of Directors for your Montana Corporation
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All Montana Corporations are required to have a Board of Directors.
Directors are the people who will set policies for your Montana Corporation and manage the business and its resources.
In the majority of small corporations directors are the owners.
The Articles of Incorporation or Corporate Bylaws may define specific qualifications for Directors.
The Board of Directors is responsible for creating rules, approving budgets and distributing profits to shareholders.
One of the most important duties of the Board of Directors is electing Officers for your Montana Corporation.
The same person may be a Director and an Officer at the same time.
Directors need not be residents of the state of Montana or shareholders of the Montana Corporation unless the Articles of Incorporation
or Bylaws require it.
Normally Directors for your Montana Corporation are elected for a term of one year.
Elections are held at the annual meeting of Shareholders.
The Directors serve until the next annual Shareholders meeting.
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4. Decide who will be Officers for your Montana Corporation
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The Board of Directors elects Officers for your Montana Corporation in accordance with the Corporate Bylaws and Articles of Incorporation.
Officers serve at the pleasure of the Board of Directors of the Montana Corporation.
Officers handle the day to day operation of the Montana Corporation.
Unless specifically prohibited by the Corporate Bylaws or Articles of Incorporation, in a Montana Corporation
the same person may hold more than one Corporate Office at the same time.
However, there are certain legal affairs in which the same person cannot act in more than one capacity.
One Officer - usually the Secretary - is given responsibility for preparing Minutes of Directors and Shareholders meetings
and for authenticating records for the Montana Corporation.
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5. Determine how you want your Montana Corporation to be taxed
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The Montana Corporate Income Tax Rate is 6.75%.
You may form an S Corporation in Montana.
S Corporations may "pass through" all corporate profits to the shareholders (owners) who then pay tax at their applicable
personal rate.
S Corporations do not pay any Montana Corporate Income Tax.
Corporation Income Tax in the state of Montana is referred to as the Corporation License Tax.Â
The Montana Corporation License Tax is a franchise tax levied on corporations for the privilege of doing business in the state of Montana.Â
The Montana Corporation License Tax rate is 6.75% and is calculated on net income earned in Montana.
Corporations whose only activity in Montana consists of making sales, and do not own or rent real estate or tangible personal property, and whose annual gross volume of sales made in Montana does not exceed $100,000, may elect to pay a tax of 1/2 of 1% of gross sales.
The minimum Montana Corporation License Tax is $50.
However, if a Montana corporation has no property, payroll, or sales in Montana during the tax period, it is excluded from the minimum payment.Â
All Montana corporations must file a tax return even if they are excluded from the minimum payment.
Click here for more Montana Corporate Tax Information .
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- If you choose to be taxed as an S Corporation, we can prepare the S Corporation election form for your Montana Corporation and include it with
your Incorporation documents.
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6. File Articles of Incorporation with the Montana Secretary of State
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In order to form a Corporation in Montana you must file Articles of Incorporation with the Montana Secretary of State.
The Articles of Incorporation must include certain specific information about your Montana business. If the Articles do not conform exactly to state of Montana requirements they will be rejected.
You may subsequently amend the Articles of Incorporation for your Montana Corporation but you will have to pay a fee to the state of
Montana in order to make the changes official.
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7. Get a Federal Employer Identification Number (FEIN)
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A Federal Employer Identification Number, also known as a Federal Tax Identification Number, is used by the IRS to identify a
business entity.
An FEIN is like a Social Security Number for your Montana Corporation.
All Montana Corporations are required to have an FEIN.
- We can obtain an FEIN for your Montana Corporation.
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8. Issue Stock Certificates to the Initial Shareholders
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Corporate stock is evidence of ownership of a Montana Corporation.
When you form your Montana Corporation, you will need to determine what type of stock and the number of shares of each type that
you want to authorize.
You do not have to sell the number of shares that are authorized.
Many small Montana Corporations hold 100% of the shares.
Stockholders in a Montana Corporation are entitled to voting rights or dividends of the Corporate profits or both.
Whoever owns over 50% of the stock of the Montana Corporation is able to make all Corporate business decisions.
Montana Corporations usually hold at least 51% of the corporate stock in order to retain control of the Montana Corporation.
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What do I have to do after I form my Montana Corporation? |
6 things you have to do after you Incorporate in Montana.
1. Conduct an initial Meeting of the Board of Directors and adopt Corporate Bylaws
2. Open a Business Bank Account in Montana for your MT Corporation
3. Obtain Business Licenses from the cities and counties in which you plan to do business
4. Hold Meetings of Shareholders and Directors of each year.
5. File the required Montana Corporation reports
6. Keep proper records of your Montana Corporation on file
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1. Conduct an initial Meeting of the Board of Directors and adopt Corporate Bylaws
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The Board of Directors holds an initial meeting to elect Officers, authorize issuance of stock and adopt the Corporate Bylaws.
Bylaws are the internal rules of your Montana Corporation.
They are adopted by the Board of Directors and vary widely from Corporation to Corporation.
Commonly bylaws include the number of seats on the board of directors; how Directors are elected; how meetings of Directors and
Shareholders are to be conducted; what Officers the Montana Corporation will have and a description of each of their duties.
As your company grows over time, you may amend your bylaws as necessary.
Bylaws generally cannot be amended by the Board of Directors unilaterally.
A vote by the majority of Stockholders of the Montana Corporation is usually required to amend the Corporate Bylaws.
Bylaws may include any rules for managing the business and conducting corporate affairs.
Almost anything may be written into the Bylaws, however, the Bylaws must not be in violation of any federal or Montana law or
the Montana Corporation's Articles of Incorporation.
A copy of the Corporate Bylaws should be maintained at the Corporation's principal Montana office.
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2. Open a Business Bank Account in Montana
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It's very important that you have a separate business bank account for your Montana Corporation.
Mixing personal and business funds can get you in a lot of trouble with the tax man down the line.
It's a good idea to contact the bank before you open a business bank account.
Specific requirements vary from bank to bank.
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3. Obtain Business Licenses from the cities and counties in which you plan to do business
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- We can research and prepare the necessary forms for your required business licenses and permits and include
them in your Montana Incorporation package.
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Note that forming a Montana Corporation doesn't take the place of obtaining a business license, tax
registration certificate, or other required business permits.
A Montana Corporation merely creates an ownership structure that limits the owners' personal liability.
You may still need to take care of getting set up to do business with your local government.
Depending on the nature of the business and the location of your Montana Corporation you may need to get one or more city
business licenses or permits.
The business licenses or permits that are required for your Montana Corporation vary depending on your business activities
and the specific locations within the state of Montana in which you want to conduct business.
If your Montana Corporation will be selling products in Montana you may be required to obtain a Reseller's Permit from the appropriate
Montana state agency.
If your Montana Corporation will be selling products in Montana you will also be responsible for all applicable local and state of Montana
sales taxes if there are any.
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4. Hold Meetings of Shareholders and Directors of each year.
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Every Montana Corporation must hold corporate and shareholder meetings, at least annually, and must keep minutes of each meeting
on file.
A copy of the minutes is evidence that the meetings took place and includes all resolutions that were adopted.
The minutes of each meetings must be open for inspection by any Shareholder or Director.
This meeting requirement is often overlooked and comes into play when the Montana Corporation is challenged for any reason.
Keeping proper meeting minutes and documenting resolutions made and approved by the Directors is a formality that could save your
Montana Corporation a lot of potential trouble.
- We can transcribe the minutes of any meeting of your Montana Corporation into a form that complies with all
state of Montana requirements.
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5. File the required Montana Corporation reports
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| The Montana Secretary of State does not have any Initial Annual Report requirements for Montana Corporations. | Every Montana Corporation must file an Annual Report EACH year with the Montana Secretary of State.
The Montana Corporation Annual Report is due at the Montana Secretary of State by April 15 EACH year. | If a Montana Corporation fails to file its Corporation Annual Report by the April 15 due date then the MT Secretary of State will impose a late filing fee on the Montana Corporation.
If a Montana Corporation does not file its Corporation Annual Report with the Montana Secretary of State by November 29 that Montana Corporation will be involuntarily dissolved by the Montana Secretary of State. |
The Montana Corporation Annual Report includes basic information about your Montana Corporation including
information on your Directors and Officers.
Failure to submit a properly completed Montana Annual Report to the Montana Secretary of State on or before the
due date may subject your Montana Corporation to being administratively dissolved in the state of Montana or
having its authority to transact business in the state of Montana revoked by the Montana Secretary of State.
In addition,
penalties may accrue if you fail to file any Montana Corporation Annual Report to the Montana Secretary of State
by the due date.
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6. Keep proper records of your Montana Corporation on file
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Keep the following records on file and available at the principal business office of your Montana Corporation:
- Names and addresses of all Directors and Officers of the Montana Corporation
- Articles of Incorporation for the Montana Corporation and any Amendments to them
- Corporate Bylaws for the Montana Corporation and any Amendments to them
- List of current shareholders of the Montana Corporation.
If shareholders change, keep a record of old shareholders and how stock was transferred.
- Minutes of all Meetings of Shareholders and Directors
- Copies of any Corporate Resolutions which have been adopted by the Montana Corporation
- Copies of all tax returns and Annual Reports for the Montana Corporation for the last 3 years
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What information do I need in order to Incorporate in Montana? |
In order to Incorporate in Montana you'll need certain specific information about your new Company
including the Corporation name and address; and Registered Agent information.
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In order to Incorporate in Montana you'll need the following information about your new Company:
- The name of your new Montana Corporation along with your second choice of a name in case the name that you want is not available
- Physical addess of the Corporation office in Montana (not a PO Box)
- Name and address of your Montana Registered Agent (not a PO Box)
- A description of the nature of the business you are planning to operate with the Montana Corporation
- Names and addresses of the initial Directors of the Montana Corporation
- The number of shares of stock that the Montana Corporation will be authorized to issue
Remember - ALL the information that you provide when you Incorporate in Montana becomes part of the public record.
Our data entry forms include the absolute minimum amount of information that is required in order to Form a new Corporation in Montana.
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How long does it take to Incorporate in Montana? |
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Processing times for new Montana Corporation applications vary depending on the work load of the
Secretary of State's staff.
We've found that normal processing of new Montana Articles of Incorporation takes the state around 10-12 business days.
Add 2-3 days for the time period for shipping the final documents by mail.
Choosing our Express Mail option can shave a couple of days off the total processing time for your Montana LLC.
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PLEASE NOTE: WE CANNOT GUARANTEE MONTANA SECRETARY OF STATE PROCESSING TIMES.
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We are dependent on, and have no control over, the staff and systems of the Montana Secretary of State.
In our experience 10-12 business days is the time it usually takes the Montana Secretary of State to process
a new Montana Corporation application.
We get your Montana Corporation application to the MT Secretary of State ASAP.
Once it is at the state we have no control over the new Montana Corporation application process.
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Are there any Expedited Processing Options for new MT Corporation Filings?
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| The Montana Secretary of State offers two expedited processing options for new Montana Corporation filings. For an additional $20 the Secretary of State will process your new Montana Corporation filing within 24 hours. For $100 the Secretary of State will process your new Montana Corporation filing within one hour. |
How much does it cost to Incorporate in Montana? |
The state of Montana charges $80.00 to Incorporate in MT.
This is the cost of filing and getting a Certified Copy of your Articles of Incorporation from the MT Secretary of State.
If you choose All Business Documemnts to help you Incorporate in Montana our processing fees are $125.00.
We start processing your new Montana Corporation order as soon as we get it.
Total cost includes:
- MT Name Check and Reservation
- Prepare Articles of Incorporation
- File Articles of Incorporation with the Montana Secretary of State
- Certified Copies of Articles
- Montana Corporation Checklist
- Priority Mail Delivery
- Unlimited Customer Support
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What is a Montana Professional Corporation? |
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Generally, if you are required to obtain some kind of license before you can market your skills in the state of Montana then you will
most likely need to form a Montana Professional Corporation.
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Generally, if you are required to obtain some kind of license before you can market your skills in the state of Montana then you will
most likely need to form a Montana Professional Corporation.
Attorneys, architects, engineers, public accountants, nurses and physicians, among others, may require registration as a Professional
Corporation with the Montana Secretary of State.
Depending on exactly what it is that you want to do in Montana, approval from a specific Montana state agency or board may be required before the MT Secretary of State will approve a new
Montana Professional Corporation filing.
This could add to the total processing time for a new Montana Corporation.
Click here for more information on a
Montana Professional Corporation.
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Montana Foreign Corporation Qualification |
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You want to do business in the state of Montana but are registered as a Domestic Corporation in another state.
In order to legally conduct business in the state of Montana you must register with the Montana Secretary of State as
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You want to do business in the state of Montana but are registered as a Domestic Corporation in another state.
In order to legally conduct business in the state of Montana you must register with the Montana Secretary of State as
a Montana Foreign Corporation.
The process of registering as a Foreign Corporation in the state of Montana is called Montana Corporation Foreign Qualification.
The process of Montana Corporation Foreign Qualification is similar to the process of forming a Domestic Corporation in the state of Montana.
Your original formation documents (usually called Articles of Incorporation) and Corporate Bylaws apply to your Montana Foreign Corporation.
The Board of Directors and Officers of your Domestic Corporation have the same roles in the Montana Foreign Corporation.
Click here for specific requirements for
Montana Corporation Foreign Qualification.
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