# Mont. Code Ann. § 35-8-1001: 35-8-1001 Authority to transact business required

> Montana · Statutes · In force

URL: https://www.frixlaw.com/law-library/statutes/STATE_MT_T35_C8_P10_S35-8-1001

## Section

- **Citation:** Mont. Code Ann. § 35-8-1001
- **Heading:** 35-8-1001 Authority to transact business required
- **Jurisdiction:** Montana
- **Kind:** Statutes
- **Status:** In force
- **Text as of:** August 14, 2026
- **Source:** Compiled text
- **Location:** MT Code / Title 35 / Chapter 8 / Part 10 / Section 35-8-1001

## Text

35-8-1001 . Authority to transact business required. (1) A foreign limited liability company may not transact business in this state until it obtains a certificate of authority from the secretary of state.

(2) The following activities, among others, do not constitute transacting business within the meaning of subsection (1):

(a) maintaining, defending, or settling any proceeding;

(b) holding meetings of the members or managers or carrying on other activities concerning internal affairs of the limited liability company;

(c) maintaining bank accounts;

(d) maintaining offices or agencies for the transfer, exchange, and registration of the limited liability company's own securities or maintaining trustees or depositaries with respect to those securities;

(e) selling through independent contractors;

(f) soliciting or obtaining orders, whether by mail or through employees or agents or otherwise, if the orders require acceptance outside this state before they become contracts;

(g) creating or acquiring indebtedness, mortgages, and security interests in real or personal property;

(h) securing or collecting debts or enforcing mortgages and security interests in property securing the debts;

(i) owning real or personal property that is acquired incident to activities described in subsection (2)(h) if the property is disposed of within 5 years after the date of acquisition, does not produce income, or is not used in the performance of a function of the limited liability company;

(j) conducting an isolated transaction that is completed within 30 days and that is not a transaction in the course of repeated transactions of a similar nature; or

(k) transacting business in interstate commerce.

(3) The list of activities in subsection (2) is not exhaustive.

(4) Except as provided in subsection (2), a foreign limited liability company is transacting business within the meaning of subsection (1) if it enters into a contract, including a contract entered into pursuant to Title 18, with the state of Montana, an agency of the state, or a political subdivision of the state and must apply for and receive a certificate of authority to transact business before entering into the contract. The secretary of state shall deliver a notice to the contracting parties regarding the requirement that a foreign limited liability company obtain a certificate of authority. The foreign limited liability company must be allowed 30 days from the date of the notice to obtain the certificate of authority, and an existing contract may not be voided prior to the expiration of the 30 days. This subsection does not apply to goods or services prepared out of state for delivery or use in this state.

## Nearby sections

- [Mont. Code Ann. § 35-8-1001 35-8-1001 Authority to transact business required](https://www.frixlaw.com/law-library/statutes/STATE_MT_T35_C8_P10_S35-8-1001.md)
- [Mont. Code Ann. § 35-8-1002 35-8-1002 Consequences of transacting business without authority](https://www.frixlaw.com/law-library/statutes/STATE_MT_T35_C8_P10_S35-8-1002.md)
- [Mont. Code Ann. § 35-8-1003 35-8-1003 Application for certificate of authority](https://www.frixlaw.com/law-library/statutes/STATE_MT_T35_C8_P10_S35-8-1003.md)
- [Mont. Code Ann. § 35-8-1007 35-8-1007 Amended certificate of authority](https://www.frixlaw.com/law-library/statutes/STATE_MT_T35_C8_P10_S35-8-1007.md)
- [Mont. Code Ann. § 35-8-1008 35-8-1008 Effect of certificate of authority](https://www.frixlaw.com/law-library/statutes/STATE_MT_T35_C8_P10_S35-8-1008.md)
- [Mont. Code Ann. § 35-8-1009 35-8-1009 Name](https://www.frixlaw.com/law-library/statutes/STATE_MT_T35_C8_P10_S35-8-1009.md)
- [Mont. Code Ann. § 35-8-1010 35-8-1010 Withdrawal of foreign limited liability company](https://www.frixlaw.com/law-library/statutes/STATE_MT_T35_C8_P10_S35-8-1010.md)
- [Mont. Code Ann. § 35-8-1011 35-8-1011 Grounds for revocation](https://www.frixlaw.com/law-library/statutes/STATE_MT_T35_C8_P10_S35-8-1011.md)
- [Mont. Code Ann. § 35-8-1012 35-8-1012 Procedure for and effect of revocation](https://www.frixlaw.com/law-library/statutes/STATE_MT_T35_C8_P10_S35-8-1012.md)
- [Mont. Code Ann. § 35-8-1013 35-8-1013 Appeal from revocation](https://www.frixlaw.com/law-library/statutes/STATE_MT_T35_C8_P10_S35-8-1013.md)
- [Mont. Code Ann. § 35-8-1014 35-8-1014 Admission of foreign professional limited liability companies -- application -- revocation](https://www.frixlaw.com/law-library/statutes/STATE_MT_T35_C8_P10_S35-8-1014.md)

---

Source: Frix Law Library, https://www.frixlaw.com/law-library/statutes/STATE_MT_T35_C8_P10_S35-8-1001. Check the current official text before relying on it. Not legal advice.