35-14-1421. Procedure for and effect of administrative dissolution. (1) On or before September 1 of each year, the secretary of state shall compile a list of corporations for which one or more grounds exist under 35-14-1420 for dissolving a corporation, and the secretary of state shall serve the corporation with written notice of the determination under 35-14-504.
(2) The notice must specify the grounds for the proposed dissolution and state that unless the grounds for dissolution have been rectified within 90 days following the delivery or publication of notice:
(a) the secretary of state will dissolve the corporation; and
(b) the corporations will forfeit its right to carry on business within the state.
(3) If the corporation does not correct each ground for dissolution or demonstrate to the reasonable satisfaction of the secretary of state that each ground determined by the secretary of state does not exist within 90 days after service of the notice, the secretary of state shall administratively dissolve the corporation by signing a certificate of dissolution that recites the ground or grounds for dissolution and its effective date. The secretary of state shall file the original of the certificate and serve a copy on the corporation under 35-14-504.
(4) A corporation administratively dissolved continues its corporate existence but may not carry on any business except that necessary to wind up and liquidate its business and affairs under 35-14-1405 and notify claimants under 35-14-1406 and 35-14-1407.
(5) The administrative dissolution of a corporation does not terminate the authority of its registered agent.
History: En. Sec. 194, Ch. 271, L. 2019.
Structure Montana Code Annotated
Title 35. Corporations, Partnerships, and Associations
Chapter 14. Montana Business Corporation Act
35-14-1401. Dissolution by incorporators or initial directors
35-14-1402. Dissolution by board of directors and shareholders
35-14-1403. Articles of dissolution
35-14-1404. Revocation of dissolution
35-14-1405. Effect of dissolution
35-14-1406. Known claims against dissolved corporation
35-14-1407. Other claims against dissolved corporations
35-14-1410. through 35-14-1419 reserved
35-14-1420. Grounds for administrative dissolution
35-14-1421. Procedure for and effect of administrative dissolution
35-14-1422. Reinstatement following administrative dissolution
35-14-1423. Appeal from denial of reinstatement
35-14-1424. through 35-14-1429 reserved
35-14-1430. Grounds for judicial dissolution
35-14-1431. Procedure for judicial dissolution
35-14-1432. Receivership or custodianship
35-14-1433. Decree of dissolution
35-14-1434. Election to purchase in lieu of dissolution