Montana Business Entity Types

Published: April 29, 2025 • Incorporation
Montana Entity Types Guide | Complete Guide to LLCs, Corporations & Business Structures
⛰️ MONTANA
Montana Entity Types Guide

Complete guide to forming LLCs, corporations, nonprofits, professional entities, and specialized structures in Montana – Big Sky Country’s comprehensive business entity ecosystem

💼
LLC Formation Fee
$70
🏢
Corporation Formation
$70
📋
Annual Report Due
April 15
⛰️
Business Hub
Big Sky State
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Montana Entity Types – Overview

⛰️ Welcome to Montana Business Formation

Montana offers one of the most comprehensive menus of business entity types in the United States. Whether you’re establishing a tech startup, managing agricultural operations, launching a benefit corporation, or building a cooperative, Montana provides modern business statutes with competitive fees and an efficient online filing system at biz.sosmt.gov.

Montana Business Entity Menu

Montana’s Title 35 (Corporations, Partnerships, and Associations) recognizes the following business entity types:

Limited Liability Companies

  • Domestic LLC
  • Professional LLC (PLLC)
  • Series LLC
  • Foreign LLC (registered)

Standard Corporations

  • For-Profit Corporation (C-corp)
  • S Corporation (federal election)
  • Close Corporation
  • Benefit Corporation
  • Foreign Corporation

Professional Entities

  • Professional Corporation (PC)
  • Professional LLC (PLLC)
  • Professional LLP (PLLP)

Partnerships

  • General Partnership
  • Limited Partnership (LP)
  • Limited Liability Partnership (LLP)
  • Limited Liability Limited Partnership (LLLP)

Nonprofit Entities

  • Public Benefit Nonprofit
  • Mutual Benefit Nonprofit
  • Religious Corporation
  • Religious Corporation Sole

Specialized Entities

  • Cooperative Associations
  • Rural Cooperative Utilities
  • Business Trusts
  • Sole Proprietorship / ABN

Key Montana Advantages

✅ Montana Business Benefits:
  • Series LLC authorization: Montana is one of only 10 states explicitly authorizing series LLCs with single annual report
  • Benefit corporation statute: Modern benefit corporation act (enacted 2015) for social enterprises
  • Close corporation option: Statutory close corporation structure for small, closely-held companies
  • No sales tax: Montana is one of five states with no state sales tax
  • Rich cooperative ecosystem: Comprehensive cooperative statutes for agricultural and consumer co-ops
  • Online filing system: Streamlined biz.sosmt.gov portal for 24/7 filing
  • Professional entity flexibility: PC, PLLC, and PLLP options for licensed professionals
  • LLLP support: Full limited liability for all partners in LLLPs
⛰️ Montana’s Unique Features:
  • Series LLCs: Explicit statutory framework for series LLCs with asset segregation and single annual report for parent entity
  • Benefit Corporations: Directors must consider stakeholder interests beyond shareholder profit; ideal for mission-driven companies
  • Close Corporations: Relaxed formalities for small businesses; can operate without board of directors
  • No franchise tax: Unlike Delaware ($300/year for LLCs), Montana has no annual franchise tax
  • Religious corporation sole: Unique structure allowing religious leaders to incorporate individually

Montana vs Other Jurisdictions

Factor Montana Delaware Wyoming
LLC Formation Fee $70 $90 $100
LLC Annual Report $20 (April 15) $300 (June 1) $60
Corp Annual Report $20 (April 15) $50 $60
Series LLCs? ✅ Yes (explicit) ✅ Yes ❌ No
Benefit Corporation? ✅ Yes (2015) ✅ Yes ❌ No
Close Corporation? ✅ Yes (statutory) ✅ Yes ✅ Yes
Sales Tax? ❌ No ❌ No ❌ No

When to Choose Montana Formation

✅ Choose Montana When:

  • Operating a business physically located in Montana
  • Want series LLC structure with asset segregation
  • Forming a benefit corporation or social enterprise
  • Need close corporation flexibility
  • Agricultural or cooperative business operations
  • Professional practice in Montana (law, medicine, etc.)
  • Want to avoid sales tax compliance
  • Real estate investments in Montana
  • Outdoor recreation, tourism, or hospitality business

⚠️ Consider Delaware/Other States When:

  • Raising venture capital (VCs often prefer Delaware C-corps)
  • Planning to go public (Delaware corporate law precedent)
  • No physical Montana presence (foreign qualification costs)
  • Multi-state operations (consider operational HQ state)
⚠️ Foreign Qualification Requirement:

If your business is formed in another state but conducts business in Montana, you must register as a foreign entity (foreign LLC or foreign corporation) with Montana. This typically costs similar to domestic filing and requires annual reports.

“Doing business” in Montana generally includes:

  • Having a physical office or location in Montana
  • Employing workers in Montana
  • Regular, ongoing sales or services to Montana customers
  • Owning or leasing real property in Montana for business purposes

Quick Comparison: Montana Entity Types

This table provides a high-level comparison of Montana’s business structures. Scroll horizontally on mobile devices.

Factor Sole Prop GP LP LLP LLC Series LLC C-Corp Close Corp Benefit Corp PC/PLLC
Liability Shield ❌ None ❌ Joint & several ⚠️ GPs: none; LPs: limited ✅ Yes (except own acts) ✅ Yes ✅ Yes (per series) ✅ Yes ✅ Yes ✅ Yes ✅ Yes (except malpractice)
Tax Default Schedule C K-1 K-1 K-1 Pass-through Pass-through C-corp C-corp C-corp Varies
Formation Fee $0 $0 $70 $70 $70 $70 $70 $70 $70 $70
Annual Report ❌ No ❌ No ✅ $20 ✅ $20 ✅ $20 ✅ $20 (parent only) ✅ $20 ✅ $20 ✅ $20 ✅ $20
Formality Level Very low Low Medium Medium Low-Medium Medium High Low-Medium High High
Best Use Cases Solo, minimal risk Small partnerships Real estate, investors Professional firms Most businesses Asset segregation VC-backed, IPO Family business Social enterprise Licensed pros

Montana Limited Liability Companies (LLCs) & Series LLCs

Standard LLC Formation

Montana LLCs are formed by filing Articles of Organization with the Montana Secretary of State under Title 35, Chapter 8 (Montana Limited Liability Company Act).

Required Content for Montana Articles of Organization

Requirement Details
LLC Name Must include “Limited Liability Company,” “LLC,” “L.L.C.,” “LC,” or similar per §35-8-103
Principal Office Address Physical address (can be in or outside Montana)
Registered Agent Name and physical Montana street address
Registered Office Montana street address (no PO boxes)
Management Structure Member-managed or manager-managed (optional to state)
Organizer Name and signature of person forming the LLC

Filing Fees & Processing

Filing Method Fee Processing Time
Online (biz.sosmt.gov) $70 1-3 business days
Mail $70 5-10 business days

Operating Agreement

📋 Operating Agreement (Strongly Recommended):

While Montana does not require you to file an operating agreement, having a written operating agreement is strongly recommended. The operating agreement governs internal operations and member relationships.

Key provisions to address:

  • Member capital contributions and ownership percentages
  • Profit and loss allocation
  • Management structure (member-managed vs manager-managed)
  • Voting rights and quorum requirements
  • Transfer restrictions and buy-sell provisions
  • Dissolution and liquidation procedures

Annual Reports

Requirement Details
Required? ✅ Yes
Fee $20
Due Date April 15 annually
Filing Method Online via biz.sosmt.gov

Tax Treatment

⛰️ Montana LLC Tax Classification:

Montana follows federal tax classification per Administrative Rule 42.23.702. LLCs are classified as:

  • Single-member LLC: Disregarded entity (Schedule C) by default; can elect C-corp or S-corp
  • Multi-member LLC: Partnership (Form 1065, K-1s) by default; can elect C-corp or S-corp

Montana Series LLCs

Montana is one of only 10 states that explicitly authorizes series LLCs. This powerful structure allows you to create multiple “series” (sub-LLCs) under one parent LLC, each with separate assets, liabilities, and members.

What is a Series LLC?

📊 Series LLC Structure:

A Montana Series LLC consists of:

  • Parent LLC: The master entity that forms the series
  • Individual Series: Separate “cells” or “series” within the parent, each with:
    • Its own assets and liabilities
    • Separate members (owners) and managers
    • Independent operations and business purposes
    • Liability segregation from other series

Series LLC Liability Protection

If statutory requirements are met, liabilities of one series are not enforceable against the assets of another series. This creates a “firewall” between series without needing separate LLCs.

Formation Requirements

  • Articles of Organization: Must include language establishing series structure and liability limitation provisions
  • Operating Agreement: Should define each series, its purpose, members, and asset allocation
  • Separate Accounting: Each series must maintain separate books and records
  • Notice Requirements: Third parties dealing with a series should receive notice of the series structure

Annual Reporting

✅ Major Advantage: Single Annual Report

Montana requires only one annual report for the parent LLC, not separate reports for each series. This provides significant cost savings compared to forming separate LLCs.

  • Fee: $20 annually for the parent (covers all series)
  • Savings example: 5 series = $20/year total vs. $100/year for 5 separate LLCs

Series LLC Use Cases

Industry Use Case
Real Estate Each property in separate series; one tenant’s lawsuit can’t affect other properties
Equipment Leasing Each vehicle or equipment fleet in separate series
Franchising Each franchise location in separate series
Investment Funds Each investment strategy or fund vintage in separate series
Intellectual Property Each patent, trademark, or copyright in separate series

Series LLC vs. Separate LLCs

Factor Series LLC Separate LLCs
Formation Cost $70 (one filing) $70 × number of LLCs
Annual Reports $20 (one report) $20 × number of LLCs
Liability Segregation ✅ Yes (if requirements met) ✅ Yes (absolute)
Administrative Burden Lower (one entity) Higher (multiple entities)
Flexibility Easy to add/remove series Must form/dissolve each LLC
Banking May need explanation to banks Standard process

Professional Limited Liability Companies (PLLCs)

Montana allows licensed professionals to form Professional LLCs (PLLCs) for the practice of their profession, subject to the same ownership and licensing restrictions as Professional Corporations.

Who May Form a PLLC

  • Licensed attorneys
  • Physicians and surgeons
  • Dentists
  • Accountants (CPAs)
  • Architects
  • Engineers
  • Veterinarians
  • Other licensed professionals (check with licensing board)

PLLC Requirements

  • Members: All members must be licensed in the same profession
  • Managers: If manager-managed, managers must be licensed professionals
  • Name: Must include “PLLC” or “Professional Limited Liability Company”
  • Liability: No shield for own malpractice; PLLC protects from other members’ malpractice and general business debts

Montana Corporations

Standard For-Profit Corporation

Corporations are formed under the Montana Business Corporation Act (Title 35, Chapter 14) by filing Articles of Incorporation with the Montana Secretary of State.

Required Content for Articles of Incorporation

  1. Corporate name (must include “Corporation,” “Incorporated,” “Company,” “Limited,” or abbreviation: Corp., Inc., Co., Ltd.)
  2. Number of authorized shares (and classes/series if more than one)
  3. Registered agent name and Montana street address
  4. Registered office address (street address in Montana)
  5. Incorporator(s) name and signature
  6. Purpose (may state general purpose or specific business)

Filing Fee

  • Articles of Incorporation: $70
  • Processing: Online filings typically processed within 1-3 business days

Annual Reports

Requirement Details
Required? ✅ Yes
Fee $20
Due Date April 15 annually
Filing Method Online via biz.sosmt.gov

Corporate Governance

  • Shareholders: Elect directors, approve major transactions
  • Board of Directors: Manage business and affairs; delegate to officers
  • Officers: CEO/President, Secretary, Treasurer, etc.; appointed by board
  • Bylaws: Required (not filed; kept in corporate records)
  • Meetings: Annual shareholder meetings required; regular board meetings

Tax Treatment

Tax Election How It Works
C-Corporation (default) Entity-level tax on corporate income; dividends taxed to shareholders (double taxation)
S-Corporation (election) Pass-through tax; income flows to shareholders on K-1; must meet IRS eligibility (≤100 shareholders, all U.S. individuals/estates/trusts, one class of stock)

Nonprofit Corporations

Montana nonprofit corporations are governed by Title 35, Chapter 2. Montana recognizes three types of nonprofit corporations:

Types of Montana Nonprofits

Public Benefit Nonprofit

  • Charitable or public-purpose organizations
  • No distributions to members
  • Assets go to public/charitable purposes on dissolution
  • Eligible for 501(c)(3) status

Mutual Benefit Nonprofit

  • Primarily benefits its members
  • Trade associations, clubs, chambers
  • Members may receive distributions on dissolution
  • Membership may be transferable

Religious Corporation

  • Formed for religious purposes
  • Treated similarly to public benefit nonprofits
  • May qualify for 501(c)(3) status
  • Special governance considerations

Formation

  • Filing: Articles of Incorporation with Montana Secretary of State
  • Fee: $70 (same as for-profit)
  • Purpose: Must specify charitable, educational, religious, scientific, or other nonprofit purpose

Annual Reports

  • Required: Yes
  • Fee: $20
  • Due: April 15 annually

Federal Tax-Exempt Status

⚠️ State Formation ≠ Federal Tax Exemption:

Forming a Montana nonprofit corporation does not automatically grant federal tax-exempt status. To obtain 501(c)(3) or other tax-exempt status:

  • File IRS Form 1023 (501(c)(3) application) or Form 1024 (other exemptions)
  • Application fee: $275 or $600 depending on organization size
  • Meet IRS requirements for charitable/exempt purposes, governance, and operations
  • Obtain IRS determination letter confirming exemption

Specialized Corporation Types

Statutory Close Corporation

Montana’s Close Corporation Act (Title 35, Chapter 9) provides a streamlined corporate structure for small, closely-held companies.

What is a Close Corporation?

📋 Close Corporation Features:

A Montana close corporation is designed for small businesses with a limited number of shareholders who want to:

  • Operate with relaxed formalities (e.g., no board of directors required)
  • Allow shareholders to manage directly via shareholder agreements
  • Impose restrictions on share transfers (other shareholders often have approval or buy-out rights)
  • Avoid traditional corporate governance burdens while maintaining limited liability

Formation

  • Articles of Incorporation must state: “This corporation is a statutory close corporation”
  • Filing fee: $70 (same as standard corporation)
  • Montana Business Corporation Act applies unless inconsistent with Chapter 9

Key Advantages

Feature Standard Corporation Close Corporation
Board of Directors Required Optional (shareholders can manage directly)
Annual Meetings Required Can be waived by unanimous consent
Share Transfers Generally unrestricted May impose substantial restrictions
Shareholder Agreements Limited scope Can control all aspects of management
Formality Level High Low to Medium

Best Use Cases

  • Family-owned businesses
  • Small businesses with 2-10 shareholders
  • Companies that want corporate structure but LLC-like simplicity
  • Situations where S-corp election is desired with minimal formalities

Benefit Corporation / Public Benefit Corporation

Montana enacted the Benefit Corporation Act (Title 35, Chapter 1, Part 14) in 2015, allowing corporations to pursue both profit and public benefit.

What is a Benefit Corporation?

⛰️ Montana Benefit Corporation Purpose:

A Montana benefit corporation must create “general public benefit” and may specify one or more specific public benefits in its articles. General public benefit means a material positive impact on society and the environment, assessed against third-party standards.

Specific public benefits may include:

  • Providing beneficial products or services to underserved communities
  • Promoting economic opportunity beyond job creation
  • Preserving the environment
  • Improving human health
  • Promoting arts, sciences, or advancement of knowledge
  • Increasing flow of capital to benefit corporations or similar entities

Formation

  • New corporation: Articles must state: “This corporation is a benefit corporation”
  • Existing corporation: Can amend articles to elect benefit status (requires supermajority vote)
  • Filing fee: $70

Director Duties & Liability

📋 Expanded Director Duties:

Directors of Montana benefit corporations must consider:

  • Shareholders’ financial interests
  • Interests of employees, customers, community, environment
  • Short-term and long-term interests of the corporation
  • The corporation’s stated public benefit purpose(s)

Directors have a liability shield for decisions regarding benefit-related considerations per §35-1-1406.

Reporting Requirements

  • Annual benefit report: Must prepare report on public benefit performance (not filed with state, but available to shareholders)
  • Third-party standard: Must assess performance against recognized third-party standard (e.g., B Impact Assessment)
  • Annual report with SOS: Standard $20 annual report, same as regular corporations

Benefit Corporation vs. Nonprofit

Factor Benefit Corporation Nonprofit Corporation
Purpose Profit + public benefit Public/charitable benefit only
Distributions ✅ Can distribute profits to shareholders ❌ No distributions to members
Ownership Shareholders own equity No ownership (members/directors)
Tax Status Taxable (C-corp or S-corp) Tax-exempt (if 501(c) qualified)
Fundraising Equity investment, debt Donations, grants, program revenue
Accountability To shareholders (for profit + benefit) To public/beneficiaries

Best Use Cases for Benefit Corporations

  • Social enterprises seeking equity investment
  • Mission-driven businesses (sustainable products, fair trade, etc.)
  • Companies wanting legal protection for non-shareholder considerations
  • Businesses marketing “values-driven” brand identity
  • Certified B Corporations wanting legal alignment with certification

Professional Entities

Professional Corporations (PCs)

Montana’s Professional Corporation Act (Title 35, Chapter 4) authorizes Professional Corporations for licensed professionals.

Who May Form a Professional Corporation

  • Attorneys
  • Physicians and surgeons
  • Dentists
  • Chiropractors
  • Veterinarians
  • Certified Public Accountants (CPAs)
  • Architects
  • Professional Engineers
  • Other licensed professionals (consult licensing board)

Formation & Ownership Restrictions

  • Purpose: PC must be organized solely for practice of licensed profession (§35-4-109)
  • Shareholders: Only licensed professionals in same field (or entities composed of them)
  • Directors/Officers: Majority of directors and officers must be licensed professionals (except secretary/assistant secretary)
  • Name: Must comply with licensing board rules (typically “P.C.” or “Professional Corporation”)
  • Filing fee: $70 (same as regular corporation)
  • Powers: Has essentially same powers as business corporation, subject to professional-practice limitations (§35-4-401)

Liability

🚨 No Malpractice Shield:

A professional corporation does not shield individual professionals from personal liability for their own malpractice or negligence. The PC limits liability for:

  • Other professionals’ malpractice
  • General business debts

Each professional remains personally liable for their own professional acts.

Professional LLCs (PLLCs)

Montana allows licensed professionals to form Professional LLCs, which are subject to the same licensing and ownership restrictions as Professional Corporations but with LLC structure and flexibility.

PLLC Requirements

  • Members: All members must be licensed in the same profession
  • Managers: If manager-managed, managers must be licensed professionals
  • Name: Must include “PLLC” or “Professional Limited Liability Company”
  • Liability: No shield for own malpractice; PLLC protects from other members’ malpractice and general business debts
  • Formation fee: $70
  • Annual report: $20

Professional LLPs (PLLPs)

Professional Limited Liability Partnerships are LLPs whose name includes “Professional Limited Liability Partnership” or “PLLP” per §35-10-703.

PLLP Features

  • Used by professional firms wanting partnership tax treatment with liability protection
  • Common for law firms and accounting firms
  • Partners shielded from other partners’ malpractice
  • Each partner remains liable for own professional acts

PC vs. PLLC vs. PLLP Comparison

Factor Professional Corporation (PC) Professional LLC (PLLC) Professional LLP (PLLP)
Structure Corporation LLC Partnership
Tax default C-corp (can elect S-corp) Pass-through (can elect C/S-corp) Partnership (K-1s)
Formality High (board, bylaws, minutes) Medium (operating agreement) Medium (partnership agreement)
Formation fee $70 $70 $70
Annual report $20 $20 $20
Liability shield Yes (except own malpractice) Yes (except own malpractice) Yes (except own malpractice)
Best for Traditional firms; S-corp planning Modern firms; flexibility Law/accounting firms; K-1 treatment

Partnerships

General Partnership

Formation

  • Statute: Montana Uniform Partnership Act, Title 35, Chapter 10
  • No formal filing required: Partnership arises by agreement (oral or written) or by conduct
  • Optional: May file assumed business name (ABN) with SOS if using trade name

Liability

🚨 Joint & Several Liability:

Each partner is jointly and severally liable for all partnership debts and obligations per §35-10-307. One partner’s actions can bind the entire partnership and expose all partners to personal liability.

Limited Partnership (LP)

Structure

  • Statute: Montana Uniform Limited Partnership Act, Title 35, Chapter 12
  • General partners: Manage partnership; unlimited personal liability (unless LLLP)
  • Limited partners: Contribute capital; limited liability per §35-12-703

Limited Partner Liability Protection

✅ Montana LP Liability Rule:

Under §35-12-703, limited partners are not personally liable for partnership debts solely by reason of being limited partners, even if they participate in management. This is a significant protection compared to older LP statutes in other states.

Formation

  • Filing: Articles of Limited Partnership with Montana Secretary of State
  • Fee: $70
  • Annual report: Required ($20/year, due April 15)

Limited Liability Partnership (LLP)

Formation

  • Statute: Title 35, Chapter 10, Part 7 – Registration of Limited Liability Partnerships
  • Filing: Application for Registration of Limited Liability Partnership with Montana SOS (§35-10-701)
  • Fee: $70
  • Name requirement: Must contain “Limited Liability Partnership,” “LLP,” or “L.L.P.” (or “PLLP” for professional) per §35-10-703

Liability Protection

LLP partners are generally shielded from obligations of the partnership except for their own misconduct or that of persons under their supervision. Each partner remains liable for their own acts.

Best Use Cases

  • Law firms: Lawyers want protection from other partners’ malpractice
  • Accounting firms: CPAs shielded from co-partner negligence
  • Architecture/engineering firms: Professional liability isolation
  • Consulting firms: Professional services with partnership tax treatment

Limited Liability Limited Partnership (LLLP)

Montana recognizes LLLPs under §35-12-1501 – limited partnerships where even general partners have limited liability protection.

Features

  • Formation: File as LP with LLLP designation
  • Benefit: All partners (GPs and LPs) have limited liability
  • Fee: $70
  • Use case: Real-estate funds, family investment vehicles, private equity where GP wants liability protection

Partnership Comparison

Factor General Partnership LP LLP LLLP
Filing Required? ❌ No ✅ Yes ✅ Yes ✅ Yes
Formation Fee $0 $70 $70 $70
GP Liability ❌ Unlimited ❌ Unlimited ✅ Limited ✅ Limited
LP/Partner Liability N/A (all partners unlimited) ✅ Limited (even with mgmt) ✅ Limited (except own acts) ✅ Limited
Management All partners GPs only All partners GPs only
Annual Report ❌ No ✅ $20 ✅ $20 ✅ $20
Best Use Case Small, informal partnerships Passive investors + active GPs Professional firms RE funds, PE with GP protection

Special Entity Types

Cooperative Associations

Montana has a comprehensive Cooperative Associations Act (Title 35, Chapter 15) providing for member-owned business entities.

What is a Cooperative?

📋 Cooperative Features:
  • Member ownership: Members own and democratically control the cooperative
  • One-member-one-vote: Typically follows democratic governance norms
  • Patronage distributions: Profits distributed based on use/patronage, not ownership percentage
  • Corporate structure: Follow corporate-style governance (board, officers, meetings)
  • Common uses: Agriculture, consumer co-ops, worker co-ops, credit unions, housing co-ops

Formation

  • Filing: Articles of Incorporation for Cooperative with Montana SOS
  • Fee: $70
  • Governance: Follows cooperative-specific rules in Chapter 15

Foreign Cooperatives

Out-of-state cooperatives doing business in Montana must follow foreign-corporation qualification provisions in Title 35, Chapter 1, Part 10.

Rural Cooperative Utilities

Montana’s Rural Cooperative Utilities statute (Title 35, Chapter 18) provides for formation and governance of rural electric and similar utility cooperatives serving rural areas.

  • Special governance and regulatory rules
  • Formed to provide utility services (electric, water, telecommunications) to rural communities
  • Member-owned, not-for-profit structure

Business Trusts

Montana’s Business Trusts statute (Title 35, Chapter 5) authorizes business trusts as entities under Montana law.

Features

  • Less common entity type
  • Used for investment vehicles or holding structures
  • Trustees manage assets for benefit of beneficiaries
  • Can be useful for asset protection or specialized investment structures

Religious Corporation Sole

Montana’s Religious Corporations Sole statute (Title 35, Chapter 3) allows certain religious offices to incorporate as a “corporation sole.”

Purpose

  • Allows religious leaders (e.g., bishop, presiding elder) to incorporate individually
  • Corporate entity holds property and transacts on behalf of religious body
  • Provides continuity as office passes to successors
  • Protects religious property and assets

Assumed Business Names (ABN) / DBAs

While not a separate entity type, Assumed Business Names (also called DBAs – “doing business as”) are an important registration:

What is an ABN?

  • Trade name under which a person or entity does business
  • Not a separate entity – just a name registration
  • Must be distinguishable from existing business names/marks on SOS records

Who Can Use ABNs?

  • Sole proprietors (most common use)
  • Corporations
  • Partnerships
  • LPs, LLCs, LLPs
  • Associations

Example

John Smith (sole proprietor) wants to operate “Big Sky Coffee Roasters.” He files an ABN registration with the Montana SOS. The business is still John Smith (sole proprietor) – “Big Sky Coffee Roasters” is just the trade name.

Formation Process & Fee Summary

Montana Filing Fees Summary

Service Fee Notes
LLC Articles of Organization $70 Online or mail
Series LLC Articles of Organization $70 One filing for parent + all series
Corporation Articles of Incorporation $70 For-profit, close, or benefit corp
Nonprofit Articles of Incorporation $70 Public benefit, mutual benefit, or religious
Professional Corporation (PC) $70 Same as for-profit corp
Professional LLC (PLLC) $70 Same as standard LLC
Limited Partnership (LP) $70 Articles of Limited Partnership
LLP Registration $70 Application for Registration
LLLP Formation $70 LP with LLLP designation
Cooperative Association $70 Articles of Incorporation
Foreign LLC/Corp Registration $70 Certificate of Authority
Name Reservation $10 120 days
Assumed Business Name (ABN) $20 DBA / trade name
Certificate of Good Standing $5 Per certificate
Certified Copy $5 Per document

Annual Report Fees

Entity Type Annual Report Fee Due Date
LLC (domestic or foreign) $20 April 15
Series LLC (parent) $20 April 15 (covers all series)
Corporation (for-profit) $20 April 15
Close Corporation $20 April 15
Benefit Corporation $20 April 15
Professional Corporation (PC) $20 April 15
Nonprofit Corporation $20 April 15
Limited Partnership (LP) $20 April 15
LLP / PLLP $20 April 15
LLLP $20 April 15
General Partnership ❌ No report required N/A

Step-by-Step Formation: LLC Example

Montana LLC Formation Checklist

  1. Choose LLC name (must include LLC/L.L.C./LC)
  2. Check name availability on biz.sosmt.gov
  3. Optional: Reserve name ($10 for 120 days)
  4. Appoint registered agent (Montana resident or entity with MT address)
  5. Draft operating agreement (strongly recommended; not filed)
  6. File Articles of Organization online at biz.sosmt.gov ($70)
  7. Obtain EIN from IRS (free, apply online at irs.gov)
  8. Open business bank account
  9. Register for Montana taxes (if applicable)
  10. Obtain business licenses/permits as required
  11. File first annual report by April 15 of following year ($20)

Step-by-Step Formation: Series LLC Example

Montana Series LLC Formation Checklist

  1. Choose parent LLC name and series names
  2. Draft Articles of Organization with series language and liability-limitation provisions
  3. Draft operating agreement defining each series, members, assets, and operations
  4. File Articles of Organization for parent LLC online ($70)
  5. Maintain separate accounting for each series
  6. Provide notice to third parties dealing with individual series
  7. Obtain EIN for parent (and potentially for each series if needed)
  8. File single annual report for parent ($20 covers all series)

Ongoing Compliance & CTA/BOI Status

Annual Compliance Requirements

Entity Type Annual Report Required? Fee Due Date
LLC (domestic) ✅ Yes $20 April 15 annually
Series LLC (parent) ✅ Yes $20 (covers all series) April 15 annually
Foreign LLC ✅ Yes $20 April 15 annually
Corporation (for-profit) ✅ Yes $20 April 15 annually
Close Corporation ✅ Yes $20 April 15 annually
Benefit Corporation ✅ Yes $20 April 15 annually
Nonprofit Corporation ✅ Yes $20 April 15 annually
Professional Corporation ✅ Yes $20 April 15 annually
Limited Partnership ✅ Yes $20 April 15 annually
LLP / PLLP ✅ Yes $20 April 15 annually
General Partnership ❌ No N/A N/A
📅 April 15 Deadline:

Montana requires annual reports for all LLCs, corporations (including nonprofits, close corps, benefit corps), LPs, and LLPs. All reports are due by April 15 each year and filed online at biz.sosmt.gov.

Other Ongoing Requirements

All Montana Entities Must:

  • Maintain registered agent and registered office in Montana
  • File annual reports by April 15 (if required)
  • Keep internal records (operating agreements, bylaws, etc.)
  • Comply with Montana tax filings
  • Maintain separate bank accounts
  • Update filings if name, RA, or address changes

Corporations Specifically Must:

  • Hold annual shareholder meetings (unless close corporation waives)
  • Hold board meetings (unless close corporation operates without board)
  • Maintain corporate records book
  • Issue stock certificates
  • Document resolutions for major decisions

Benefit Corporations Must Also:

  • Prepare annual benefit report assessing public benefit performance
  • Use third-party standard for assessment (e.g., B Impact Assessment)
  • Provide benefit report to shareholders (not filed with state)
  • Consider stakeholder interests in director decisions

Corporate Transparency Act (CTA) & Beneficial Ownership Information (BOI)

✅ Major Update (March 2025):

FinCEN issued an interim final rule that removed BOI reporting requirements for all U.S. companies and U.S. persons under the Corporate Transparency Act.

  • Domestic Montana entities (LLCs, corporations, partnerships formed in Montana): NO BOI reporting required as of March 2025
  • This eliminates federal beneficial ownership reporting burden for Montana businesses

Foreign Reporting Companies (Still Subject to BOI)

⚠️ Foreign entities registered in Montana:

Entities formed under foreign law (e.g., Canadian corporation, Cayman Islands LLC) that register to do business in Montana are still BOI reporting companies unless they qualify for a statutory exemption.

Deadlines for foreign reporting companies:

  • Already registered before March 21, 2025: April 25, 2025
  • Register on or after March 21, 2025: 30 days after registration

CTA/BOI Summary by Montana Entity Type

Entity Type BOI Reporting Required?
Montana LLC (domestic) ❌ No (exempt as of March 2025)
Montana Series LLC (domestic) ❌ No (exempt as of March 2025)
Montana Corporation (domestic) ❌ No (exempt as of March 2025)
Montana Benefit Corporation (domestic) ❌ No (exempt as of March 2025)
Montana Partnership (domestic) ❌ No (exempt as of March 2025)
Foreign entity registered in Montana ✅ Yes (unless exempt)

My Services – Montana Entity Formation

I handle Montana entity formations as an attorney-led service. You work directly with me—an experienced business attorney—through the entire process.

What’s included: State filing fees and a registered agent (state requirement) fee for one year. A company (LLC or Corporation) formed in one of the standard-fee states (DE, CA, WY, SC) at the base price. Formation in premium-fee states (TX, MA, NV, NY, IL, TN, NE, MT) is available with an additional fee to cover higher state costs and specialized structures.
⛰️ Montana Specialized Structures:

My Montana formation services include expertise with:

  • Series LLCs: Asset segregation structures with single annual report
  • Benefit Corporations: Mission-driven companies with stakeholder governance
  • Close Corporations: Flexible structure for family businesses
  • Professional Entities: PCs, PLLCs, and PLLPs for licensed professionals
  • Cooperative Associations: Member-owned business structures

Service Packages

Starter

$500

Best for: Single-owner businesses or simple partnerships using standard templates with basic information inserted.

Delivery Time 14 days
Number of Revisions 0

Includes:

  • EIN (Tax ID Number)
  • Basic Bylaws/Operating Agreement

Standard

$750

Perfect for: Most businesses requiring customized founding documents with professional guidance on entity type, state selection, and taxation.

Delivery Time 5 days
Number of Revisions 2

Includes:

  • EIN (Tax ID Number)
  • Customized Bylaws/Operating Agreement
  • 30min Consultation

Advanced

$850

Ideal for: Complex business structures requiring sophisticated legal frameworks, multiple owners, investors, or specialized provisions.

Delivery Time 3 days
Number of Revisions 5

Includes:

  • EIN (Tax ID Number)
  • Customized Bylaws/Operating Agreement
  • 1hr Consultation
  • Advanced Corporate Structuring & Custom Drafting
    (Ownership transfers, investor terms, multiple share classes, etc.)

Montana-Specific Add-On Services

Service Fee
Series LLC formation (with asset segregation structure) $1,500
Benefit Corporation formation (with benefit provisions) $1,200
Close Corporation formation (with shareholder agreement) $1,200
Professional corporation/PLLC setup (with licensing coordination) $1,500+
Cooperative Association formation $1,800+
Foreign LLC/Corp registration (Certificate of Authority) $800
S-corp election (Form 2553 preparation and filing) Included in Standard/Advanced
Registered agent service (annual) $200/year
Annual report filing service $100/year

Why Work With Me?

  • Attorney-led service: I personally handle your formation, not a paralegal or automated system
  • Montana expertise: Deep knowledge of Montana’s unique entity types (series LLCs, benefit corps, close corps)
  • Specialized structures: Experience with series LLCs, benefit corporations, and cooperative associations
  • No sales tax advantage: Help you leverage Montana’s no-sales-tax environment
  • Fixed fees: No surprise bills; all packages are flat-fee with clear scope
  • Long-term relationship: I’m here for amendments, compliance, and growth as you scale

Contact & Booking

Ready to form your Montana business entity? Let’s discuss your needs and determine the right structure.

📧 Email: owner@terms.law
📅 Schedule a call: Use the Calendly link below to book a 30-minute strategy session.

Schedule Strategy Session

Ready to Form Your Montana Business?

Let’s discuss your entity structure, tax strategy, and Montana compliance roadmap.

Email Me: owner@terms.law Schedule a Call