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How to withdraw a foreign Montana LLC or corporation business with the Secretary of State

We’re Just Not Annoying®

MONTANA SECRETARY OF STATE CERTIFICATE OF AUTHORITY CANCELLATION REQUIREMENTS AND INSTRUCTIONS

How to withdraw your foreign Montana Limited Liability Company or Montana Corporation Certificate of Authority:

Limited Liability Company authorized to do business in Montana:
To withdraw or cancel your foreign LLC in Montana, you must provide the completed Certificate of Withdrawal of Foreign Limited Liability Company Application and Department of Revenue Tax Certificate to the Secretary of State by mail, fax or in person, along with the filing fee.

Corporation authorized to do business in Montana:
To withdraw or cancel your foreign Corporation in Montana, you must submit the completed Application for Certificate of Withdrawal of Foreign Profit Corporation to the Secretary of State by mail, fax or in person, along with the filing fee. You are required to attach a Tax Clearance Certificate from the Montana Department of Revenue to the Application for Withdrawal.

The Montana Department of Revenue Application for Tax Certificate is available on the Secretary of State Website just under the Certificate of Withdrawal form. The link below will take you to the forms page.

How much does it cost to cancel your out of state registration with Montana?

To withdraw your Montana foreign limited liability company, there is a $15 filing fee required.

Expedited service within 24 working hours is available for a $20 fee.
Expedited service within 1 working hour is available for a $100 fee.

Do you need a Montana Department of Revenue clearance first?

Yes. A certificate from the Montana Department of Revenue stating that all taxes have been paid must be attached to the Withdrawal Application. You may find the application for a tax clearance at the link below.

You mail the application free of charge to:

Montana Department of Revenue
Attn: Certificates
P.O. Box 5805
Helena, MT 59604-5808

or fax to:  (406) 444-6642.

The tax clearance application form is identical for both foreign LLCs and foreign corporations.

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

The Department of Revenue does not offer expedited service and will take at least two weeks to get your Tax Clearance Certificate; at which time normal processing for a document submitted to the Montana Secretary of State is approximately one week to ten days. Expedited processing is one hour or one day depending on the service you request.
A letter verifying the filing of the document will be returned to you by mail. If you would like a file stamped copy of the document to be returned with the certification letter, at no additional fee, submit the documents in duplicate.

What agency do you need to file the withdrawal with?

Montana Secretary of State

Mailing Address:
P.O. Box 202801
Helena, MT 59620?2801

Physical Address:
State Capitol Building
1301 E. 6th Avenue
Helena, MT 59601

Phone: (406)444?3665
Fax: (406)444?3976
http://www.sos.mt.gov/

What happens if you don’t file a cancellation and just let your annual report filings go unfiled?

If you do not file your annual reports, your foreign business will be involuntarily revoked by the Montana Secretary of State. You will be sent a delinquency notice on September 1st stating that if the annual report and fee is not received, you will be administratively revoked on November 1.

If you just don’t file an annual report, how long before you lose your Certificate of Authority?

All annual reports in Montana are due on April 15th. If you have not filed your report by November 1st, your foreign business authority will be administratively revoked. That gives you 200 days.

What are the late fees and penalties to re-register if you didn’t file a withdrawal correctly?

Any foreign business entity in Montana that has been administratively revoked for annual report non-compliance, must file a certificate of authority as a new company with the $70 filing fee.

A registered agent may resign as the Montana registered agent by filing with the Secretary of State.

Forms link (Tax Clearance Certificate Application)

Corporate Compliance
by Local Corporate Guides®