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How to Dissolve a Corporation in Montana (Articles of Dissolution, $20)

Updated September 4, 2026. Quick answer: a Montana for-profit corporation dissolves by filing Articles of Dissolution under Mont. Code Ann. §§ 35-14-1401 to 35-14-1409 (Montana Business Corporation Act, Title 35, Ch. 14, Part 14, Dissolution) for $20, and whether Montana requires a tax clearance certificate first depends on which filing track you use.

The filing, and what Montana calls it

A Montana for-profit corporation dissolves by delivering Articles of Dissolution to the Secretary of State once its board of directors has recommended dissolution and shareholders have approved the proposal in the manner required by this chapter and by the articles of incorporation (§ 35-14-1402); a corporation that has not issued shares or has not commenced business may instead dissolve by action of incorporators or initial directors under § 35-14-1401. Verbatim § 35-14-1403(1) requires the articles to state the corporation’s name, the date dissolution was authorized, and (if applicable) that shareholder approval was duly obtained; § 35-14-1403(2) confirms the corporation is dissolved on the effective date of its articles of dissolution.

The tax clearance question

Montana genuinely depends on which filing track you use: there is no single yes-or-no answer. Per the Montana Department of Revenue’s own Tax Certificates page: selecting ‘Voluntary withdrawing or dissolving with the Secretary of State’ is generally sufficient and a Tax Clearance Certificate is not needed, but some situations will require one, which requires a marked final return to be approved. The enabling statute, § 15-31-552, is permissive (upon request the department may furnish a dissolution/withdrawal certificate or tax clearance certificate) rather than a blanket mandatory gate on the SOS’s acceptance of standard Articles of Dissolution under § 35-14-1403, which itself does not list a tax certificate among the required contents. (Mont. Code Ann. § 15-31-552)

Creditors and the claims window

Montana makes available, but does not require, a formal notice-to-known-and-unknown-creditors procedure, with a 120-day claims-bar window. Optional, not required. Under § 35-14-1406, a dissolved corporation may give known claimants written notice stating a deadline not fewer than 120 days after the written notice is effective, after which an unpresented claim is barred; a claimant whose claim is rejected must sue within 90 days after the rejection notice is effective or be barred. Separately and independently, under § 35-14-1407 the corporation may publish one-time notice in a newspaper of general circulation (or post it for 30 consecutive days on the corporation’s website) that bars any claim, known or unknown, not sued upon within 3 years after the publication of the notice. (Mont. Code Ann. §§ 35-14-1406, 35-14-1407)

What the filing costs

The Articles of Dissolution carries a $20 filing fee. Search-engine indexing of the Montana SOS’s own fee-schedule PDF shows $20 for a profit corporation’s Articles of Dissolution (nonprofit Articles of Dissolution carry no fee), with optional 24-hour ($20) or 1-hour ($100) expedite fees. sosmt.gov blocked access, so this figure is corroborated but not confirmed on the state’s own page.

What this page does not answer

Dissolving the entity at the state level and closing it out with the IRS are two separate processes. A final federal return, IRS Form 966 in some circumstances, and canceling the EIN are governed by federal law, not by Montana’s corporation statute, and this cluster does not source them. We have the state-filing answer at primary and the federal-closeout answer not at all.

This page sells nothing and links to no filing service. Dissolving a corporation is a filing-desk task with a statutory answer, and the answer is either in the state’s code and the Secretary of State’s own instructions or it is not.

This page covers a for-profit business corporation. If you are closing an LLC in Montana instead, the filing, fee and statute are different: see dissolving an LLC in Montana.

Sources

Every citation on this page is statutory or the Secretary of State’s own official filing instructions. No formation service, no registered-agent marketing page and no aggregator is cited anywhere in this cluster; those are the only publishers of the competing versions.

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