Montana Code 35-8-208. Annual report for secretary of state
35-8-208. Annual report for secretary of state. (1) A limited liability company or a foreign limited liability company authorized to transact business in this state shall deliver to the secretary of state, for filing, an annual report that sets forth:
Terms Used In Montana Code 35-8-208
- Articles of organization: means articles filed pursuant to 35-8-201 and those articles as amended or restated. See Montana Code 35-8-102
- Authorized agent: means any individual granted permission by an entity to execute a document on behalf of the entity. See Montana Code 35-8-102
- Business: includes every trade, occupation, profession, or other lawful purpose, whether or not carried on for profit. See Montana Code 35-8-102
- domestic limited liability company: means an organization that is formed under this chapter. See Montana Code 35-8-102
- Foreign limited liability company: means an entity that is:
(a)an unincorporated entity;
(b)organized under a law other than the law of this state, including the laws of a federally recognized Indian tribe;
(c)organized under a statute pursuant to which an entity may be formed that affords to each of its members limited liability with respect to the liabilities of the entity; and
(d)not required to be registered or organized under any statute of this state other than this chapter. See Montana Code 35-8-102
- Foreign professional limited liability company: means a limited liability company organized for the purpose of rendering professional services under a law other than the law of this state, including the laws of a federally recognized Indian tribe. See Montana Code 35-8-102
- Jurisdiction: (1) The legal authority of a court to hear and decide a case. Concurrent jurisdiction exists when two courts have simultaneous responsibility for the same case. (2) The geographic area over which the court has authority to decide cases.
- Licensing authority: means an officer, board, agency, court, or other authority in this state that has the power to issue a license or other legal authorization to render a professional service. See Montana Code 35-8-102
- Manager: means a person who, whether or not a member of a manager-managed company, is vested with authority under 35-8-301. See Montana Code 35-8-102
- Member: means a person who has been admitted to membership in a limited liability company, as provided in 35-8-703, and who has not dissociated from the limited liability company. See Montana Code 35-8-102
- Professional limited liability company: means a limited liability company designating itself as a professional limited liability company in its articles of organization. See Montana Code 35-8-102
- Professional service: means a service that may lawfully be rendered only by persons licensed under a licensing law of this state and that may not be lawfully rendered by a limited liability company that is not a professional limited liability company. See Montana Code 35-8-102
- Series of members: means a group or collection of members of a limited liability company who share interests and have separate rights, powers, or duties with respect to property, obligations, or profits and losses associated with property or obligations and who are specified in the articles of organization or operating agreement of the limited liability company or are specified by one or more members or managers of the limited liability company or other persons as provided in the articles of organization or operating agreement. See Montana Code 35-8-102
- State: means a state, territory, or possession of the United States, the District of Columbia, or the Commonwealth of Puerto Rico. See Montana Code 35-8-102
(a)the name of the limited liability company and the jurisdiction under whose law it is organized;
(b)the information required by 35-7-105(1);
(c)the business mailing address of its principal office, wherever located;
(d)(i) if the limited liability company is managed by a manager or managers, a statement that the company is managed in that fashion and the names and business mailing addresses of the managers;
(ii)if the management of a limited liability company is reserved to the members, a statement to that effect and the names and business mailing addresses of the members;
(e)that the management of a series of members is vested in the members associated with the series of members;
(f)if the limited liability company is a professional limited liability company, a statement that all of its members and not less than one-half of its managers are qualified persons with respect to the limited liability company.
(2)Information in the annual report must be current as of the date the annual report is executed on behalf of the limited liability company.
(3)The first annual report must be delivered to the secretary of state between January 1 and April 15 of the year following the calendar year in which a domestic limited liability company is organized or a foreign limited liability company is authorized to transact business. Subsequent annual reports must be delivered to the secretary of state between January 1 and April 15.
(4)If an annual report does not contain the information required by this section, the secretary of state shall promptly deliver a notice to the reporting domestic or foreign limited liability company and return the report to the limited liability company for correction.
(5)The annual report must be executed by at least one member of the limited liability company or by the authorized agent.
(6)A domestic professional limited liability company or a foreign professional limited liability company authorized to transact business in this state shall annually file before April 15, with each licensing authority having jurisdiction over a professional service of a type described in its articles of organization, a statement of qualification setting forth the names and addresses of the members and managers of the company and additional information that the licensing authority may by rule prescribe as appropriate in determining whether the company is complying with the provisions of part 13 of this chapter and rules promulgated under part 13 of this chapter. The licensing authority may charge a fee to cover the cost of filing a statement of qualification.