Montana Corporation dissolution with the Montana Secretary of State

How to dissolve a Montana Corporation

How do you dissolve a Montana Corporation?

To dissolve your Montana Corporation, you submit the completed Articles of Dissolution for Profit Corporation form as well as a Tax Certificate from the Department of Revenue, to the Secretary of State by mail, fax or in person. Submit your dissolution along with the filing fee.

A dissolved corporation may not carry on any business except as appropriate to wind up and liquidate its business affairs.

Is there a filing fee to dissolve or cancel a Montana Corporation?

To dissolve your Montana Corporation a $15 filing fee is required.

You can request one day service for an additional $20 or one-hour processing for an additional $100.

Do you need a Department of Revenue clearance before the Montana Secretary of State will accept your dissolution?

Yes, a Tax Certificate from the Department of Revenue stating that all taxes due have been paid is required for the dissolution of a corporation with the Montana Secretary of State. You can find the application for the tax clearance on either the Secretary of State Website or at the Department of Revenue’s Website. Find the links below.

How long does it take the state to process the filing?

It will take a couple weeks to receive your tax clearance certificate from the Department of Revenue. Once the Secretary of State has your dissolution package, it will be processed in a week or ten days. You may request expedited service of one hour to one day depending on the service requested.
If you would like a file stamped copy of the document to be returned with the certification letter, at no additional fee, submit your articles of dissolution in duplicate.

How long before someone can take your business name?

Montana protects your corporate name for 120 days from your voluntary dissolution date. That is the time period in which you may change your mind and revoke your dissolution. Montana doesn’t have a form to revoke articles of dissolution; however, Montana Code allows for the revocation with articles of amendment.

What is the penalty if you do not dissolve properly and just don’t file your annual reports?

Your annual report is due on April 15th every year. If it has not been filed by September 1st you will receive a postcard notice informing you that the Montana Secretary of State will administratively dissolve your corporation on December first if you are still delinquent. You may reinstate your Montana Corporation for five years after the involuntary dissolution by the Secretary of State. This costs $30 for the reinstatement plus $30 for each annual report missed. You will also have to bring all state corporate taxes, penalties and interest current.

Montana Department of Revenue link:

Secretary of State forms page-Tax Certificate Request: