Montana Foreign LLC Registration

What triggers foreign qualification in Montana?

• Physical office or place of business
• Employees working in the state

Activities that do NOT require registration in Montana

The following activities are explicitly carved out by statute. On their own, they do not require a foreign LLC to register in Montana.

• Maintaining or defending a lawsuit, administrative proceeding, or arbitration
• Holding meetings of members or managers, or carrying on internal company affairs
• Maintaining bank accounts
• Maintaining offices or agencies for the transfer, exchange, or registration of the LLC's own securities
• Selling through independent contractors
• Soliciting or obtaining orders if orders require acceptance outside the state before becoming contracts
• Creating or acquiring indebtedness, mortgages, or security interests in real or personal property
• Securing or collecting debts, or enforcing mortgages or security interests
• Owning real or personal property
• Conducting an isolated transaction completed within 30 days that is not part of repeated similar transactions
• Transacting business in interstate commerce

Montana's Limited Liability Company Act, codified at Title 35 Chapter 8, lists activities that do not constitute transacting business at Section 35-8-1001 ('Authority to transact business required'), with the safe harbors enumerated in subsection (2). Sections 35-8-1004, 1005, and 1006 are repealed. Subsection (4) has a Montana-specific provision treating contracts with the state of Montana, its agencies, or political subdivisions as transacting business (with a 30-day grace period).