Montana § 35-8-1002 Consequences Of Transacting Business Without Authority

Montana Statutes

§ 35-8-1002 — Consequences Of Transacting Business Without Authority

Montana § 35-8-1002

Title 35CORPORATIONS, PARTNERSHIPS, AND ASSOCIATIONS

Ch. 8MONTANA LIMITED LIABILITY COMPANY ACT

Part 10Foreign Limited Liability Companies

This text of Montana § 35-8-1002 (Consequences Of Transacting Business Without Authority) is published on Counsel Stack Legal Research, covering Montana primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook

Mont. Code Ann. § 35-8-1002 (2026).

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 whethe

Free access — add to your briefcase to read the full text and ask questions with AI

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.