FAQ · Straight answers to the questions Montana Corporation owners ask most.
Montana Corporation FAQ — Answers to the Questions People Actually Ask
Incorporating in Montana raises a predictable set of questions, from how filing works to what happens every April 15. This page pulls together straight answers to the questions we hear most, grouped by where they come up in the life of a corporation — forming it, running it, and keeping it in good standing.
One price: $199.00/yr covers your formation, your registered agent, and your annual report, plus the $35.00 state filing fee, at cost.
State agency: Montana Secretary of State, Business Services Division
Annual report due: April 15 · Processing: 5-6 business days
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State facts
Montana Corporation
Forming the Corporation
The questions that come up before you file are mostly about mechanics: how Montana's system works, what you need, and how long it takes.
How does filing work in Montana?
Montana files corporations online only through the biz.sosmt.gov portal. There's no standard paper channel. You create an ePass Montana login — the state's single sign-on — submit the Articles of Incorporation, and pay the state fee electronically. Your filed documents come back to you through the portal.
How long does it take?
Montana processes routine online filings within a few business days. Because everything is electronic, there's no mail time on either end. If you're up against a lease signing or a bank appointment, file early and allow the full processing window.
What do I need to form a corporation?
A distinguishable corporate name with a proper designator (Inc., Corp., Co., Ltd., or a spelled-out equivalent), a Montana registered agent who consents to serve, the number of authorized shares, and the incorporator's name and address. You'll also want an ePass login ready before you start.
Can I form a Montana corporation from out of state?
Yes. Montana has no residency requirement for shareholders, directors, officers, or incorporators. The only in-state requirement is the registered agent, who needs a physical Montana address. A commercial registered agent covers that without you being in Montana.
Structure, Ownership, and Taxes
Once you're past the mechanics, the questions turn to how a corporation is built and what it costs you at tax time.
Who owns and runs a corporation?
Three roles: shareholders own it by holding stock, a board of directors oversees it and sets direction, and officers (president, secretary, often a treasurer) run it day to day. In a small company, one person can hold all three roles — that's completely legitimate as long as you observe the structure and document decisions.
Corporation or LLC — which should I choose?
Both give liability protection. A corporation has a formal structure that investors and banks recognize instantly, which is why founders planning to raise capital by issuing stock usually pick it. An LLC is simpler internally with fewer required meetings and records. If you don't plan to sell equity and want minimal ceremony, an LLC may fit better; if you do, the corporation is built for it.
How is a Montana corporation taxed?
By default it's a C corporation federally: the company pays tax on its profits, and shareholders pay again on dividends. Many small corporations elect S corporation status with IRS Form 2553 so profits pass through to shareholders' personal returns. On the state side, Montana has no general sales tax, but it does have a state income tax, handled through the Department of Revenue.
Do I need a lawyer or an accountant?
Not to file — the formation itself is procedural. But a CPA is worth it for the S corporation decision and tax planning, and an attorney is worth it if you're bringing on investors, issuing multiple classes of stock, or drafting a shareholder agreement. A filing service like Mainstay handles the state paperwork; those advisors handle the judgment calls.
Running and Maintaining the Corporation
After formation, the recurring questions are about staying compliant and keeping the liability shield intact.
What are corporate bylaws?
Bylaws are your corporation's internal governing document — the equivalent of an LLC's operating agreement, but built around shareholders, directors, and officers. They set how directors are elected, how meetings and votes work, and what officers do. You adopt them at the organizational meeting and keep them in your records; you don't file them with the state.
When is the annual report due?
April 15, every year, filed through the portal. Montana uses one fixed date for all entities rather than your formation anniversary. It confirms your registered agent, address, and officer and director information. Missing it risks penalties and, eventually, involuntary dissolution.
Do I have to hold meetings if I'm the only owner?
Yes, you should. Even a single-owner corporation is expected to hold and document annual shareholder and director meetings. They can be brief, but the minutes are part of the evidence that the corporation is a genuine separate entity — one of the things a court weighs if someone tries to pierce the veil.
How do I keep the liability shield?
Keep corporate and personal money separate, sign contracts in the corporation's name, hold and document the annual meetings, maintain your stock ledger, and stay current on the annual report and taxes. The protection is conditional on treating the corporation like the separate entity it is.
Changes, Problems, and Winding Down
The last cluster of questions covers what happens when things change or go wrong.
What if I need to change my registered agent?
File a change of registered agent through the portal, naming a new agent who has a Montana address and consents to serve. It's a routine online update. Leaving a resigned or moved agent on the record puts the corporation out of compliance and risks missed legal service.
What if I miss the annual report?
You'll face penalties, and if the lapse continues, the corporation can lose good standing and eventually be involuntarily dissolved. A dissolved corporation can't sue or sign enforceable contracts in its name. Reinstatement is usually possible but costs more than simply filing on time would have.
How do I close a Montana corporation properly?
You wind up the business, settle debts, distribute remaining assets to shareholders, and file Articles of Dissolution with the Secretary of State. Just abandoning the corporation and letting it lapse leaves loose ends — potential liabilities and an entity that still technically exists — so a formal dissolution is the clean way out.
Can I change my corporation to an LLC later?
Montana provides mechanisms to change entity type, but converting a corporation to an LLC has tax consequences that can be significant. It's not a paperwork-only decision — talk to a CPA before you start, because the tax treatment often matters more than the filing.
Frequently asked questions
Is a Montana corporation filed online or by mail?
Online. Montana runs business filings through the biz.sosmt.gov portal using an ePass Montana login, and there's no standard paper channel for the Articles of Incorporation. You file and pay electronically, and your stamped documents return through the portal.
When is the Montana annual report due for a corporation?
April 15 every year, filed through the state portal. Montana uses a single fixed date for all business entities rather than tying it to your formation anniversary. Filing late risks penalties, and a prolonged lapse can lead to involuntary dissolution of the corporation.
Does Montana have a sales tax?
No. Montana is one of a handful of states with no general statewide sales tax, so most corporations don't collect or remit sales tax on ordinary sales. Montana does have a state income tax, so your corporation still handles Montana income tax obligations through the Department of Revenue.
Does a Montana corporation need bylaws?
Yes, you should adopt corporate bylaws — the internal governing document that runs the shareholder-director-officer structure. You don't file them with the state; they stay in your corporate records. Adopt them at the organizational meeting after formation. Operating without bylaws leaves your governance undefined and weakens the liability shield.
Can I be my own registered agent in Montana?
Yes, if you have a physical Montana street address and are available during business hours to accept legal process. The trade-offs are that your address goes on the public record and you have to be present to receive documents. A commercial registered agent keeps your address private and guarantees availability.
How is a Montana corporation taxed?
By default it's a C corporation federally, taxed on its own profits with dividends taxed again to shareholders. Many small corporations elect S corporation status so income passes through to owners' personal returns. Montana has no general sales tax but does levy a state income tax, administered by the Montana Department of Revenue.
Ready to form your Montana Corporation?
Formation, your registered agent, and your annual report. One price, $199.00/yr, with the state fee passed through at cost.
Form Your Montana Corporation ($199.00/yr All-In)