Montana Code 35-8-216. Certificate of existence or authority
35-8-216. Certificate of existence or authority. (1) A person may request the secretary of state to furnish a certificate of existence for a limited liability company or a certificate of authority for a foreign limited liability company.
Terms Used In Montana Code 35-8-216
- Business: includes every trade, occupation, profession, or other lawful purpose, whether or not carried on for profit. See Montana Code 35-8-102
- Evidence: Information presented in testimony or in documents that is used to persuade the fact finder (judge or jury) to decide the case for one side or the other.
- 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
- Person: means an individual, a general partnership, a limited partnership, a domestic or foreign limited liability company, a trust, an estate, an association, a corporation, or any other legal or commercial entity. See Montana Code 35-8-102
- Record: means information that is inscribed on a tangible medium or that is stored in an electronic or other medium and is recoverable in a perceivable form. 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
(2)A certificate of existence for a limited liability company must set forth:
(a)the company’s name;
(b)that it is organized under the laws of this state, the date of organization, whether its duration is at-will or for a specified term, and, if for a specified term, the period specified;
(c)if payment is reflected in the records of the secretary of state and if nonpayment affects the existence of the company, that all fees, taxes, and penalties owed to this state have been paid;
(d)whether its most recent annual report required by 35-8-208 has been filed with the secretary of state;
(e)that articles of termination have not been filed; and
(f)other facts of record in the office of the secretary of state if requested by the applicant.
(3)A certificate of authority for a foreign limited liability company must set forth:
(a)the company’s name used in this state;
(b)that it is authorized to transact business in this state;
(c)whether its most recent annual report required by 35-8-208 has been filed with the secretary of state;
(d)that a certificate of cancellation has not been filed; and
(e)other facts of record in the office of the secretary of state if requested by the applicant.
(4)Subject to any qualification stated in the certificate, a certificate of existence or authority issued by the secretary of state may be relied upon as conclusive evidence as of the date of the certificate that the domestic or foreign limited liability company is in existence or is authorized to transact business in this state.