What is Montana Corporation Dissolution? |
|
A Montana Corporation is created when the MT Secretary of State approves the Articles of Incorporation.
A record of the Montana Corporation is added to the list of Corporations which have officially registered with
the Montana Secretary of State.
Once a Corporation is registered with the Montana Secretary of State, that Corporation immediately has both reporting and tax
obligations which incur penalties if the obligations are not met by the required deadlines.
more...
|
less...
A Montana Corporation is created when the MT Secretary of State approves the Articles of Incorporation.
A record of the Montana Corporation is added to the list of Corporations which have officially registered with
the Montana Secretary of State.
Once a Corporation is registered with the Montana Secretary of State, that Corporation immediately has both reporting and tax
obligations which incur penalties if the obligations are not met by the required deadlines.
If you've registered a Montana Corporation with the Montana Secretary of State and want to cease business activities
you have to let the MT Secretary of State know that you intend to close your company.
Only after the MT Secretary of State has made sure that all of the obligations of the Montana Corporation have been fulfilled will
the Secretary of State approve of the closure of the company.
When the Montana Secretary of State approves the closing of a MT Corporation, that Montana Corporation is said to be
Dissolved.
The process of Dissolving a Montana Corporation is called Montana Corporation Dissolution.
A certificate from the Montana Department of Revenue stating that all taxes owed by the Montana Corporation seeking Dissolution have been paid.
The MT Department of Revenue takes 10-15 business days to process a tax clearance request.
|
Why do I need to Dissolve a Montana Corporation? |
As soon as a Montana Corporation is registered with the MT Secretary of State, that Corporation is responsible for
recurring obligations of the Montana Secretary of State and the Montana Department of Revenue.
If the Montana Corporation does not file reports or pay taxes then that MT Corporation could be responsible for
penalties which go up as time goes by.
Unless you Dissolve your Montana Corporation with the Montana Secretary of State that MT Corporation will be responsible for
all recurring fees and penalties.
|
What do I have to do to Dissolve a Montana Corporation? |
|
Montana Corporation Dissolution is one part of a larger process commonly called the "Winding Up" process.
more...
|
less...
Montana Corporation Dissolution is one part of a larger process commonly called the "Winding Up" process.
There are things you need to do before you can request approval of Corporation Dissolution from the Montana Secretary of State;
and things that you have to do after the MT Secretary of State has approved Dissolution of the Montana Corporation.
What you have to do both before and after the Montana Corporation is Dissolved largely depends on how much stock, if any, has been
issued and how much and what kind of debts and liabilities that the Montana Corporation has.
If the Montana Corporation has not commenced business then the MT Corporation Dissolution process is easier.
|
What do I have to do before I Dissolve a Montana Corporation? |
Things you need to do before you Dissolve a Montana Corporation.
1. Hold a Directors meeting and record a resolution to Dissolve the Montana Corporation
2. Hold a Shareholder meeting to approve Dissolution of the Montana Corporation
3. File all required Annual Reports with the Montana Secretary of State
4. File all required tax returns with the Montana Department of Revenue
5. Clear up any business debt
6. Pay all taxes and administrative fees owed by the Montana Corporation
more...
|
less...
|
|
1. Hold a Board of Directors meeting and record a resolution to Dissolve the Montana Corporation
|
If a Board of Directors has been appointed for the Montana Corporation then the Board is required to adopt a
resolution to Dissolve the MT Corporation.
Minutes of the meeting must be recorded and retained in the business records.
If the Board of Direcrtors has not been appointed then the Incorporator(s) have to apply for Dissolution of the Montana Corporation.
- We can transcribe and compile minutes or approvals into a form that is legally recognized by the Montana Secretary of State.
|
|
2. Hold a Shareholder meeting to approve Dissolution of the Montana Corporation
|
If a Montana Corporation has issued shares of stock then a majority of Corporate Shareholders must approve the Dissolution plan.
The approval actions should be documented and kept in the business records.
If no shares have been issued then the Montana Corporation Dissolution process is easier.
- If necessary, we can transcribe and compile minutes into a form that is legally recognized by the Montana Secretary of State.
|
|
3. File all required Annual Reports with the Montana Secretary of State
|
The Montana Secretary of State will not approve the Dissolution of a MT Corporation until all required
reports have been filed.
- We can file any required Annual Report with the MT Secretary of State.
|
|
4. File all required tax returns with the Montana Department of Revenue
|
|
The Montana Secretary of State will not approve the Dissolution of any MT Corporation until that Corporation has
fulfilled all its tax obligations with the Montana Department of Revenue.
|
|
5. Clear up any business debts
|
All creditors of a Montana Corporation should be given notice of the pending Corporation Dissolution.
Each creditor should be given a mailing address to which they may submit claims as well as a deadline by which claims may
be submitted.
While the Montana Secretary of State does not legally require the publication of a Notice of Dissolution of a Montana Corporation, publication is
a good way to notify anyone who might have a claim against the Montana Corporation.
Evidence of publication might prove useful down the line if someone makes a claim against the MT Corporation after
the Montana Corporation has been dissolved.
|
|
6. Pay all taxes and administrative fees owed by the Montana Corporation
|
|
The Montana Secretary of State will definitely not approve the Dissolution of a Montana Corporation until all
outstanding taxes and applicable registration and administrative fees have been paid.
|
less...
|
|
What do I have to do after I Dissolve a Montana Corporation? |
Things you have to do after you Incorporate in Montana.
1. Distribute all remaining assets of the Montana Corporation
2. Close all business bank accounts of the Montana Corporation
3. Cancel all local business licenses and permits
4. File Form 966 with the IRS
5. Cancel the IRS account associated with the MT Corporation's Federal Tax ID (EIN)
more...
|
less...
|
|
1. Distribute all remaining assets of the Montana Corporation
|
|
If the Montana Corporation has any remaining assets, these may be divided according to the Shareholders' ownership interests
in the MT Corporation.
All distributions to Corporate Shareholders must be reported to the IRS.
|
|
2. Close all business bank accounts of the Montana Corporation
|
|
If there are any business accounts that have been opened for the Montana Corporation then those accounts must be closed.
If Corporate business accounts are left open there may be liability and obligations of the Dissolved Montana Corporation which could
lead to legal problems.
|
|
3. Cancel all local business licenses and permits of the MT Corporation
|
|
If the Montana Corporation has obtained any state, regional, county or city business licenses or permits, each
of those must be cancelled to avoid any reporting or fiscal obligations of the Montana Corporation.
This includes business registration licenses as well as reseller permits.
|
|
4. File IRS Form 966
|
All Dissolved Montana Corporations must file IRS Form 966 with the US Internal Revenue Service.
This filing is required within 30 days after the final Dissolution plan is approved.
Filing IRS Form 966 lets the Federal Government know that the Montana Corporation has been legally Dissolved
so that it may take the appropriate actions.
- We can prepare IRS Form 966 for you to file.
|
|
5. Cancel the IRS account associated with the MT Corporation's Federal Tax ID (EIN)
|
A Federal Tax ID, or Federal Employer Identification Number (EIN), is like the Social Security Number for the Montana Corporation.
Once the IRS links an EIN to a Montana Corporation, that EIN stays with the Montana Corporation even after the Company has been Dissolved by the
Montana Secretary of State.
When the IRS processes the final tax return for the Montana Corporation, they automatically make the EIN inactive.
However, the account associated with the EIN is not automatically closed.
Closing the account associated with the EIN lessens the likelihood of any problems with the EIN account, or with the IRS, in the future.
If you should decide to revivie the Montana Corporation down the line the IRS will reactivate the old EIN for your new Business.
Before a Montana Corporation can close an EIN account, it must be in Good Standing with the IRS.
The Montana Corporation must have filed all required tax returns and paid any applicable fees and penalties due to the IRS.
The Montana Corporation cannot close its EIN account until the IRS has received payment for any tax amounts the Company may owe.
- We can prepare the formal documents which you can sign and submit to the IRS in order to close the account
associated with your EIN.
|
|
How long does it take to Dissolve a Montana Corporation? |
The time it takes to Dissolve a Montana Corporation varies depending on how long it takes to complete the actions that are
required in each specific case - holding meetings, closing accounts, distributing assets, etc.
Once the initial actions are completed, the Montana Secretary of State usually takes around 10 business days to process the Articles of Dissolution.
more...
|
less...
|
The time it takes to Dissolve a Montana Corporation varies depending on how long it takes to complete the actions that are
required in each specific case - holding meetings, closing accounts, distributing assets, etc.
The Montana Secretary of State requires a Tax Clearance Certificate from the MT Department of Revenue before it will aprove the
Dissolution of a Montana Corporation.
The time it takes the MT Department of Revenue to process a request for a Tax Clearance Certificate depends on the tax status of the
Montana Corporation.
In some cases it could take 5-6 weeks to get a Tax Clearance Certificate from the Montana Department of Revenue.
Once the initial actions are completed, the Montana Secretary of State usually takes around 10 business days to process the Articles of Dissolution.
Processing times for Montana Corporation Dissolution filings vary depending on the work load of the
Secretary of State's staff.
We've found that normal processing of Montana Dissolution filings takes the state around 10 business days.
PLEASE NOTE: WE CANNOT GUARANTEE MONTANA SECRETARY OF STATE OR MONTANA DEPARTMENT OF REVENUE PROCESSING TIMES.
We are dependent on, and have no control over, the staff and systems of the Montana Secretary of State or Montana Department of Revenue.
In our experience 10 business days is the time it usually takes the Montana
Secretary of State to process a Montana Dissolution filing.
We get your Montana Corporation Dissolution filing to the MT Secretary of State ASAP.
Once it is at the state we have no control over the Montana Dissolution approval process.
|
|
How much does it cost to Dissolve a Corporation in Montana? |
The total cost to Dissolve a Montana Corporation varies depending on exactly what is required for each specific
MT Dissolution.
We charge $249.00 plus any state fees for our Montana Corporation Dissolution services. This includes:
- Same day processing
- Transcribe minutes of Board of Directors meeting which proposes Dissolution
- Transcribe minutes of Shareholders meeting at which Dissolution was approved
- Prepare and file Articles of Dissolution with the Montana Secretary of State
- Prepare US IRS Form 966 for you to sign and file
- Prepare documents to cancel Federal EIN account
- Certified copy of Dissolution filing from MT Secretary of State
- Priority Mail Delivery of all documents
- Unlimited Customer Support
We also offer these Montana Corporation Dissolution services separately as explained on the right side of this web page.
|
What do I have to do if I want to Dissolve a Foreign Corporation that is tied to a MT Domestic Corporation? |
|
If there are Foreign Corporations in states other than Montana that are tied to the Domestic Montana Corporation then
each of those Foreign Corporations must be Dissolved before the Montana Corporation is legally Dissolved.
|
Can I revoke Dissolution after it is approved by Montana? |
|
Once the Montana Secretary of State has approved the Articles of Dissolution, the Montana Corporation may request revocation within 120 days of the date on which the MT Secretary of State approved the Articles of Dissolution.
|
How long before someone can use my Corporation name in Montana after I Dissolve? |
|
The company name of a Dissolved Montana Corporation may not be used by another Montana Corporation or LLC within 120 days of the date on which the Montana Secretary of State approved the Dissolution of the MT Corporation.
After 120 days the company name becomes available to any Montana Corporation or LLC.
There are no protections on the use of a Montana company name after 120 days from the date of Dissolution.
|
Do I have to publish a Notice of Dissolution of the Montana Corporation? |
There are no state of Montana requirements for the publication of a Notice of Dissolution of a Montana Corporation.
While the Montana Secretary of State does not legally require the publication of a Notice of Dissolution of a Montana Corporation,
publication is a good way to notify anyone who might have a claim against the Montana Corporation.
Evidence of publication might prove useful down the line if someone makes a claim against the MT Corporation after
the Montana Corporation has been dissolved.
|