# Mont. Code Ann. § 35-8-1002: 35-8-1002 Consequences of transacting business without authority

> Montana · Statutes · In force

URL: https://www.frixlaw.com/law-library/statutes/STATE_MT_T35_C8_P10_S35-8-1002

## Section

- **Citation:** Mont. Code Ann. § 35-8-1002
- **Heading:** 35-8-1002 Consequences of transacting business without authority
- **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 35-8-1002

## Text

35-8-1002 . Consequences of transacting business without authority. (1) A foreign limited liability company transacting business in this state without a certificate of authority may not maintain a proceeding in any court in this state until it obtains a certificate of authority.

(2) The successor to a foreign limited liability company that transacted business in this state without a certificate of authority and the assignee of a cause of action arising out of that business may not maintain a proceeding based on that cause of action in any court in this state until the foreign limited liability company or its successor obtains a certificate of authority.

(3) A court may stay a proceeding commenced by a foreign limited liability company or its successor or assignee until it determines whether the foreign corporation or its successor or assignee requires a certificate of authority. If it determines that a certificate is required, the court may further stay the proceeding until the foreign limited liability company or its successor obtains the certificate.

(4) A foreign limited liability company is liable for a civil penalty of $5 for each day, but not to exceed a total of $1,000 for each year, that it transacts business in this state without a certificate of authority. The attorney general may collect all penalties due under this subsection and deposit them to the general fund.

(5) Notwithstanding the provisions of subsections (1) and (2) and except as provided in subsection (6), the failure of a foreign limited liability company to obtain a certificate of authority does not impair the validity of its acts or prevent it from defending any proceeding in this state.

(6) A contract between the state of Montana, an agency of the state, or a political subdivision of the state and a foreign limited liability company that has failed to obtain a certificate of authority, as required under 35-8-1001 , is voidable by the state, the contracting state agency, or the contracting political subdivision.

## 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)

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Source: Frix Law Library, https://www.frixlaw.com/law-library/statutes/STATE_MT_T35_C8_P10_S35-8-1002. Check the current official text before relying on it. Not legal advice.