Montana Code 35-2-1112. Certificate of existence
35-2-1112. Certificate of existence. (1) A person may apply to the secretary of state to furnish a certificate of existence for a domestic or foreign corporation.
Terms Used In Montana Code 35-2-1112
- articles: include amended and restated articles of incorporation and articles of merger. See Montana Code 35-2-114
- Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
- Corporation: means a public benefit corporation, mutual benefit corporation, or religious corporation. See Montana Code 35-2-114
- Domestic corporation: means a corporation. See Montana Code 35-2-114
- 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 corporation: means a corporation that is organized under a law other than the law of this state, including the laws of a federally recognized Indian tribe, and that would be a nonprofit corporation if formed under the laws of this state. See Montana Code 35-2-114
- Person: includes any individual or entity. See Montana Code 35-2-114
- Record: means information that is inscribed on a tangible medium or that is stored in an electronic or other medium and is retrievable in perceivable form. See Montana Code 35-2-114
- Secretary: means the corporate officer to whom the board of directors has delegated responsibility under 35-2-439(2) for custody of the minutes of the directors' and members' meetings and for authenticating the records of the corporation. See Montana Code 35-2-114
- State: when applied to the different parts of the United States, includes the District of Columbia and the territories. See Montana Code 1-1-201
(2)The certificate of existence must set forth:
(a)the domestic corporation‘s corporate name or the foreign corporation‘s corporate name used in this state;
(b)(i) that the domestic corporation is incorporated under the laws of this state, the date of its incorporation, and the period of its duration if less than perpetual; or
(ii)that the foreign corporation is authorized to transact business in this state;
(c)that all fees, taxes, and penalties owed to this state have been paid, if:
(i)payment is reflected in the records of the secretary of state; and
(ii)nonpayment affects the good standing of the domestic or foreign corporation;
(d)that its most recent annual report required by 35-2-904 has been delivered to the secretary of state;
(e)that articles of dissolution have not been filed; and
(f)other facts of record in the office of the secretary of state that may be requested by the applicant.
(3)Subject to any qualification stated in the certificate, a certificate of existence issued by the secretary of state may be relied upon as conclusive evidence that the domestic or foreign corporation is in good standing in this state.