Montana > Secretary Of State > Business Filing > Corporation
Certificate Of Authority Of Foreign Profit Corporation Application MCA 35-1-1028 - Montana
| Certificate Of Authority Of Foreign Profit Corporation Application Form. This is a Montana form and can be used in Corporation Business Filing Secretary Of State . |
|
||||||
 Get this form for FREE as a print-only pdf |
|||||||
|
STATE OF MONTANA CERTIFICATE of AUTHORITY of FOREIGN PROFIT CORPORATION APPLICATION MCA 35-1-1028 MAIL: Prepare, sign, submit with an original signature and filing fee. This is the minimum information required. (This space for use by the Secretary of State only) LINDA McCULLOCH Secretary of State P.O. Box 202801 Helena, MT 59620-2801 (406) 444-3665 (406) 444-3976 sos.mt.gov PHONE: FAX: WEB SITE: Filing Fee: $70.00 24 Hour Priority Filing Add $20.00 1 Hour Expedite Filing Add $100.00 1. The name of the corporation is: ________________________________________________________________________________________ Must contain the word "corporation", "incorporated", "company", or "limited" or an abbreviation. 2. 3. 4. It is incorporated under the laws of the state of: ________________________________________________ Must include an original, currently dated Certificate of Existence with Application. The date of its incorporation is: ___________________ and the period of duration is: _________________ Mo/day/year The street address of the principal office: _____________________________________________________ City: _____________________________________ State ________________ Zip Code: _______________ 5. The name and address of the registered office/agent in Montana: Appointment of a Registered Agent is confirmation of the agent's consent. Name: __________________________________________________________________________________ Street Address: ___________________________________________________________________________ Mailing Address: __________________________________________________________________________ City: _______________________________________, MT Zip Code: _______________________________ Signature of Agent: ________________________________________________________________________ 6. A description of the business the corporation intends to transact: ________________________________________________________________________________________ 7. The name, office held, and business address of current directors and officers (If a person holds the position of both officer and director, please indicate. [i.e. President/Director]. You may provide an attachment if necessary.) ________________________________________________________________________________________ ________________________________________________________________________________________ ________________________________________________________________________________________ I, HEREBY SWEAR AND AFFIRM, under penalty of law that the facts contained in this Application are true. __________________________________________________ Signature of Officer or Chairperson of the Board http://sos.mt.gov/Business/Forms 8. ______________________________ Date (Mo/Day/Year) Revised: 10/06/2009 American LegalNet, Inc. www.FormsWorkFlow.com 44-Foreign_Profit_Corporation_Certificate_of_Authority.doc HELP SHEET: CERTIFICATE of AUTHORITY of FOREIGN CORPORATION APPLICATION A foreign corporation must procure a certificate of authority, to transact business or conduct affairs from the Secretary of State of the State of Montana, according to 35-1-1026, MCA, or 35-2-820, MCA, before transacting any business or conducting any affairs in the State of Montana. Any foreign corporation which fails to procure such a certificate of authority shall not be permitted to maintain any action, suit or proceeding in any court in Montana. Foreign Profit Corporation: $70.00 Any profit corporate name must contain a word such as "corporation", "company", "incorporated", "limited" or an abbreviation of one of these words or the corporation shall, for use in this state, add one of the words to the end of its name. The application for a certificate of authority is made on forms furnished by the Secretary of State. An original (with an original signature) must be filed along with an original, currently dated (within six months) certificate of existence (good standing) signed by the Secretary of State of the state of jurisdiction. Transacting Business or Conducting Affairs In general a foreign corporation is considered to be transacting business or conducting its affairs in Montana when it engages in Montana in the business or affairs for which it was incorporated. Without excluding other permissible activities, a foreign corporation is not considered to be transacting business or conducting affairs in Montana, by reason or carrying on any one or more of the following activities in the State, and a certificate of authority is not required: Maintaining, defending or settling any proceeding; Holding meetings of the board of directors or shareholders or carrying on other activities concerning its internal affairs; 3) Maintaining bank accounts; 4) Maintaining offices or agencies for the transfer, exchange and registration of the corporation's own securities or maintaining trustees or depositories with respect to those securities; 5) Selling through independent contractors; 6) 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 binding contracts; 7) Creating or acquiring indebtedness, mortgages and security interests in real or personal property; 8) Securing or collecting debts or enforcing mortgages and security interests in property securing the debts; 9) Owning real or personal property that is acquired incident to activities described in number 8 above if the property is disposed of within five years after the date of acquisition does not produce income, or it is not used in the performance of a corporate function; 10) Conducting an isolated transaction that is completed within 30 days and is not a transaction in the course of repeated transactions of a similar nature; 11) Transacting any business in interstate commerce. The determination of whether a corporation is actually transacting business or conducting its affairs in Montana is often involved and complicated and must be based on intimate knowledge of the manner in which the corporation operates. The services of an attorney should be used in making the determination. In accordance with 35-1-1027(4), MCA; a foreign corporation transacting business without a certificate of authority may be assessed a penalty by the Montana Attorney General for each day that it transacts business in the State of Montana up to the date the application is first received by the Montana Secretary of State. 1) 2) Revised 08/19/2010 Amer
|
|||||||
