How to Start a Montana Series LLC
To create a Montana Series LLC you must first file Articles of Organization online with the Secretary of State. It costs $70 to file your articles, plus an additional $50 for each series. You will also have to file each series’ operating agreement with the state.
This will officially establish your Montana Series LLC, but there are a few more steps to take before you can start doing business in Montana.
What is a Montana Series LLC?
A Montana Series LLC is a business structure that allows for several limited liability companies to be housed within one main LLC—these LLC off-shoots are called series. Businesses in Montana pay less in state filing fees when they create individual series within an existing LLC, rather than form several separate LLCs. This can make the Montana Series LLC an attractive option.
To learn more about Series LLCs and which states recognize them, visit our Series LLC Guide.
Montana Series LLC Articles Requirements
To form a Montana Series LLC, you’ll need to file Articles of Organization with the Secretary of State’s office. This is the same process a traditional LLC would go through, but you must also file an operating agreement for each individual series. Click on any of the steps below to learn more about filing Montana Series LLC Articles of Organization:
1. Register for a Montana ePass Account
Montana processes all business forms through its online portal, so you’ll have to create a Montana ePass account before registering your Montana Series LLC. To set up your ePass account, you’ll need to provide your name and email address, and then create a password.
2. Handling Optional
The first choice you’ll have select when filing your Montana Articles of Organization is whether you’d like to pay an additional fee for expedited processing. Standard processing ($70) will take about seven to 10 business days. Alternatively, you can pay an additional $20 for 24-hour processing, or an additional $100 for one-hour processing).
3. Effective Date
By default, your Series LLC will officially exist as soon as your documents are filed with the state. Otherwise, you can select a later date (within 90 days) to make your LLC official. (Some businesses choose to delay their effective date to avoid starting a business at the tail-end of a fiscal year.)
4. Type of LLC
Here, you’ll see six options to choose from, including a traditional limited liability company. Be sure to select the third option down, “Series Limited Liability Company.”
5. Company Name
In Montana, you can reserve a business name prior to filing your articles for a fee of $10. Otherwise you’ll designate your business name during the filing process. Note that your business name must include the phrase “Limited Liability Company” or “Limited Company”—or the abbreviation “L.L.C,” “L.C.,” “LLC” or “LC.”
Some businesses might have an intended end date, but most are “Perpetual / Ongoing.”
7. Principal Office Address
This is the address where you’ll receive non-legal mail. (It will also be part of the public record.)
8. Registered Agent and Office
Every Montana Series LLC needs a registered agent to accept legal notifications. This can either be a person or an entity like an LLC or corporation.
9. LLC Management
You will need to know whether you want your Montana Series LLC to be “member-managed” or “manager-managed.” Smaller LLCs are usually member-managed, meaning day-to-day operations are run by the owner(s) of the company. Larger LLCs typically have managers to oversee daily tasks and routines.
10. Management Names and Addresses
You’ll have to provide the names and addresses of each of your managers. If your Series LLC is member-managed, this would be the names and addresses of the business owner(s).
11. Operating Agreement(s)
After entering management information, you’ll be asked to list each series within your Series LLC (listed here as a “series member”). In addition to including a name and email address for your series, this is where you will also upload the operating agreement associated with each individual series.
12. Montana Series LLC Organizer
Your organizer is the person who signs and submits your Articles of Organization. It doesn’t have to be someone within your LLC, just someone authorized by your business.
How much does it cost to register a Montana Series LLC?
It costs $70 to file Articles of Organization for your Montana Series LLC, plus an additional $50 for each individual series. (So, if your Series LLC has four series attached to it, you’d pay $270 total.)
How long does it take to register a Montana Series LLC?
It depends on whether or not you choose to expedite the process. The state’s standard processing time is seven to 10 days after receipt, but the state also offers expedited processing for an extra fee: $20 for 24-hour state processing or $100 for one-hour state processing.
Does a Montana Series LLC need a registered agent?
Yes. Your registered agent must be available during normal business hours to accept service of process like legal notices, and must have a physical address in Montana. While an individual (like yourself) can be your registered agent, you may opt instead for a commercial agency if you don’t want your own name and address to be made public.
Does each series of a Montana Series LLC need its own registered agent?
No. For Montana Series LLCs, each individual series uses the registered agent listed as part of a business’s Articles of Organization.
Montana Series LLC Operating Agreement
An operating agreement is an internal document that lays out the daily structures and routines of a company. For a traditional LLC, the operating agreement usually doesn’t have to be filed with the state. But for a Montana Series LLC, an operating agreement is a necessary part of forming each individual series.
Why is an operating agreement important for a Montana Series LLC?
An operating agreement is crucial for Series LLCs in Montana because Montana state law requires each series to file its own operating agreement along with the Series LLC Articles of Organization. As with any standard operating agreement, the operating agreement for each series must outline the organizational structure of the business, explaining the rights, powers and duties of each member.
Each series’ operating agreement must also state that the assets of every other business within the Series LLC (including the parent LLC) are protected from the potential debts and liabilities of the individual series. This is important for showing limited liability within your Montana Series LLC.
Do I have to write the operating agreement?
As you can probably already tell, operating agreements are nuanced and tricky. It’s a good idea to reach out to professional legal counsel before completing your operating agreement(s), especially when it comes to Montana Series LLCs, which are filed with the state. That said, you can click on the document below to download our free operating agreement template and get a better sense of what an operating agreement entails:
Get Federal EINs from the IRS
Does a Montana Series LLC need an EIN?
Yes. You’ll need a federal employer identification number (FEIN or EIN) if you want to hire employees or take advantage of filing taxes as an S-Corporation. In most cases, you’ll also need an EIN to open a bank account. You can apply for an EIN for free through the IRS website.
Should I get a separate EIN for each series of my Montana Series LLC?
Most likely, yes. Opening separate bank accounts for each of your series is a good way to keep assets separate. Each series will need its own EIN to do that.
Open Bank Accounts for Your Montana Series LLC
To open a bank account for your Montana Series LLC, you will need to bring the following with you to the bank:
- A copy of your Montana Series LLC Articles of Organization
- Your Series LLC operating agreements
- Your Montana Series LLC’s EIN
If your Series LLC has multiple members, it might be helpful to bring an LLC resolution to the bank, as well. This will give the person who goes to the bank further authorization to open an account on behalf of your LLC.
Should I open separate bank accounts for each series?
Opening separate bank accounts for each series in your Montana Series LLC will help keep each company’s assets separate. This is crucial for ensuring limited liability.
Be aware that opening several bank accounts for what appears to be a single LLC might be a challenge. Some banks are unfamiliar with the Series LLC structure and may not be initially be willing to open accounts for individual series. It’s best to call your bank ahead of time to explain your business structure and make sure your bank is willing to work with you.
Obtain Any Required Business Licenses
Montana doesn’t issue a state-wide business license, but you may need a specific license for your type of business, or industry. The Montana Department of Revenue shows a list of licenses you may browse and, if applicable, apply for.
File Montana Series LLC Annual Reports
What is the Montana Annual Report?
The Montana Annual Report is a document all Montana LLCs must file each year to remain current with the state. Like the federal tax schedule, Montana businesses are required to file their annual report anytime between Jan. 1 and April 15.
The standard filing fee for a Montana Annual Report is $20. (Late filings will cost an additional $15.)
Do I have to submit an annual report for each series within my Series LLC?
No siree! Information about each series must be included in your Series LLC’s annual report, but you will not have to pay separate filing fees for each individual series.