Business /Corporate/Limited Liability Company/Partnership Law
Although Montana is an excellent place to do business, there are legal complexities and challenges for businesses in the state. Those legal challenges will differ depending on the form of the business entity – sole proprietorship, corporation, limited liability company, or partnership. The formation and day-to-day operations of these businesses will require proper legal guidance.
At Lee Law Office PC, our business attorneys have a wealth of experience providing legal assistance to Montana businesses. We represent a full range of companies, from small businesses to large corporations. And our attorneys have wide-ranging knowledge of Montana business law, giving them the ability to ensure your Montana business is fully compliant with the laws.
A corporation is owned by the shareholders who invest in the business. The corporation is its own separate legal entity, with all the powers of a natural person. As a legal entity, the corporation can sue or be sued, while the shareholders have limited liability for the debts and liabilities of the corporation.
A Montana corporation is formed by filing articles of incorporation with the Montana Secretary of State. The articles can be filed by one or more persons, known as the incorporators. Among other requirements, the articles of incorporation must identify the original directors. The board of directors will manage the operation of the business.
Traditional corporations have many legal requirements for their operation, including the following :
- Corporate bylaws,created by the directors and setting forth the procedures and rules of the corporation.
- Annual shareholder meetings.
- Board elections by the shareholders.
- Officer elections by the board.
- Corporate minutes for board meetings.
Limited Liability Companies in Montana
Limited liability companies (LLC) provide some of the advantages of corporations, partnerships, and sole proprietorships. As with corporations, LLCs provide liability protection for their investors, known as “members” instead of shareholders. And a Montana LLC is not required to comply with all the legal obligations for corporations, such as board elections, shareholder meetings, and corporate minutes although we encourage our clients operating under LLC’s to conduct an annual meeting and maintain minutes.
LLCs also have tax flexibility for their income. The default tax rule is that LLCs are treated as pass-through entities. This means the LLC does not pay any federal or state income tax, but the individual members of the LLC pay tax on the income “passed through” to them. However, LLC members can elect to have the LLC treated as a corporation, making it subject to Montana’s corporate income tax instead.
Partnerships in Montana
Partnerships provide different levels of liability protection, depending on the type of partnership. In a general partnership, all partners share personal responsibility for legal claims against the partnership. For a limited liability partnership (LLP), each partner has limited liability for such claims. Limited partnerships (LPs) require one general partner to manage the business and assume full responsibility for claims against the LP. Limited limited liability partnerships (LLLPs) are similar to LLPS, except the entity provides additional liability protection for partners.
Other Montana Business Entities
Sole proprietorships are the simplest type of business to form and operate. However, they do not provide the liability and asset protection of other business entities. The sole proprietor is personally responsible for all debts and liabilities of the business.
Contact Lee Law Office PC to Discuss the Legal Needs of Your Montana Business
Whether you are starting a new Montana business or want to comply with legal requirements for your ongoing business, the business attorneys at Lee Law Office PC can meet your legal needs. Contact us today at 406-434-5244 to schedule a confidential consultation or contact us online.