$15 Filing fee Articles of Dissolution / Termination
Online only Filing path Expedite $20
5 business days online Approval time
Not required Tax clearance

The quick read on dissolving a Montana LLC

At $15, Montana's dissolution fee is below the national average of $46, closer to the free end of the spectrum. Montana accepts the dissolution filing online-only, with online approvals in about 5 business days. There is no formal tax clearance requirement, so the filing itself is the bottleneck rather than tax review.

Dissolution is a procedural filing, not a tax audit. The Secretary of State's job is limited to confirming the document is properly completed and the LLC is in good standing. What matters most for Montana filers is the order of operations: vote, file, and close the federal side. Each step is simple individually; doing them out of order or skipping the federal step is what causes problems years later.

Dissolution steps in Montana

The state-specific procedure, in order. Skip any step and the state's dissolution filing will be rejected or left incomplete.

  1. Member vote to dissolve

    Montana's LLC statute calls for a per operating agreement member vote to dissolve, unless your operating agreement specifies a different threshold. Document the vote in meeting minutes or a written consent.

  2. File the Articles of Dissolution / Termination with Montana Secretary of State, Business Services Division

    Filing fee is $15. Online filing is available through the state portal. Paid expedite available for $20.

  3. Close federal tax obligations with the IRS

    File the final federal return, check the "final return" box, and file Form 966 if the LLC had C-corp tax treatment. Close the EIN by writing to the IRS. See the IRS close-a-business page for the full federal checklist.

  4. Cancel other registrations

    Sales tax permits, employer accounts, business licenses, fictitious-name registrations, and foreign-qualification filings in other states all need to be wound down separately from the LLC dissolution itself. The state won't do this automatically.

How this plays out in Montana

Start with the member vote. Montana's LLC Act (MCA 35-8-901 and 35-8-902) defers to the operating agreement first; absent contrary provision, unanimous consent of members is required. Document the written consent before filing.

File the Articles of Dissolution or Termination through the Montana SoS online portal at $15 total. Montana accepts LLC dissolution filings online only; there is no paper filing path. Standard processing averages 5 business days. Add $20 for 24-hour turnaround or $100 for 1-hour service.

Close Montana taxes with the Department of Revenue. DOR does not issue or require a clearance certificate, but the LLC still has to file final Montana tax returns: corporate income tax if the LLC elected C-corp treatment (6.75% standard rate, $50 minimum), pass-through returns for the default classification, plus any withholding returns if there were employees. Montana has no general sales tax, so there is no sales tax account to close. Close the federal side: final IRS return marked final, Form 966 within 30 days of the dissolution resolution if the LLC was a C-corp, and a written EIN closure letter.

What a clean Montana dissolution actually costs

The Secretary of State fee is rarely the biggest line item. For most Montana LLC owners, the real cost is a combination of the filing fee, outstanding state tax, federal closure, and any foreign-LLC wind-downs in other states.

Cost component Amount Notes
Base Secretary of State filing $15 Filed with Montana Secretary of State, Business Services Division
Paid expedite (optional) +$20 24-hour turnaround
Final federal return (DIY) Free Or $200 to $800 if a CPA prepares it
Foreign-LLC withdrawals (if any) $10 to $125 per state Each state where you qualified as foreign LLC

How Montana compares to other states

At $15, Montana's dissolution fee is below the national average of $46, closer to the free end of the spectrum. Across all 51 US jurisdictions, the median dissolution fee is $30 and the average is $46; fees cluster between $0 and $75, with Delaware and DC at the $220 top end. By fee ranking, Montana sits at #11 from cheapest to most expensive.

Filing path matters as much as the fee. Montana's online-only dissolution process means faster processing than mail-only states, but no paper filing option. Montana does not impose a formal tax clearance check, which shortens the overall timeline compared to states that do.

Requirements at a glance

Tax clearance required No clearance step required by state
No
Public notice required No publication requirement
No
Member vote standard per operating agreement
per operating agreement
Attorney required DIY filing permitted
No
Online filing https://biz.sosmt.gov/
Yes
Mail filing Not accepted
No

Common pitfalls

The first Montana-specific trap is trying to mail in a form. Montana moved to online-only filings for LLCs, so paper is not accepted for formation or dissolution. Third-party guides referencing mailing addresses in Helena are out of date for the actual filing step. Use biz.sosmt.gov with a state account for every filing.

The second pitfall is missing the April 15 annual report in the dissolution year. Montana's Secretary of State has waived the annual report fee for on-time filings through 2027, but the filing itself is still required for LLCs in good standing. Miss April 15 and the LLC triggers a $35 late fee, eventually falling out of good standing. For an LLC planning to dissolve mid-year, file the free annual report first if you are past January 1, then file Articles of Dissolution. The sequencing matters because a not-in-good-standing LLC can still dissolve but some banks and third parties treat delinquent entities as impaired.

What happens after the state accepts your filing

Once the Secretary of State accepts the Articles of Dissolution or Termination, the LLC is dissolved under MCA Title 35 Chapter 8 and no further annual report obligations accrue. The name is not reserved. Another filer can register a new entity under it after dissolution posts. Keep books, bank records, and tax filings for at least seven years to cover Montana's 5-year general assessment statute plus the federal 6-year extended statute. LLCs with Montana employees should close the Department of Labor and Industry unemployment account separately.

Documents and filings checklist

  1. Written consent or meeting minutes

    Record the member vote to dissolve. Keep with corporate records.

  2. Articles of Dissolution / Termination

    Filed with $15 fee at Montana Secretary of State, Business Services Division.

  3. Final federal return

    Form 1065 (multi-member), Schedule C on 1040 (single-member), or 1120/1120-S if corp-taxed. Check the "final return" box.

  4. IRS Form 966

    Only if the LLC had C-corp tax treatment. Due within 30 days of the dissolution resolution.

  5. IRS EIN closure letter

    Sent to the IRS requesting the EIN be closed. See the IRS close-a-business checklist.

  6. State tax permit cancellations

    Sales tax, employer withholding, unemployment insurance. Each is a separate filing with the state tax and labor agencies.

  7. Foreign-LLC withdrawals

    Certificate of Withdrawal filed with each state where the LLC was registered to do business as a foreign LLC.

Filing agency

Montana Secretary of State, Business Services Division

Website
sosmt.gov
Phone
(406) 444-3665
Email
sosbusiness@mt.gov
Mail
Business Services, Montana Secretary of State, P.O. Box 202801, Helena, MT 59620-2801
Office
State Capitol, Room 260, 1301 6th Avenue, Helena, MT 59620
Hours
8:00 AM to 5:00 PM Mountain, Monday to Friday

Frequently Asked Questions

  • How much does it cost to dissolve a Montana LLC?

    Articles of Dissolution or Termination cost $15 online through biz.sosmt.gov. Expedite is optional: $20 for 24-hour processing or $100 for 1-hour service, on top of the $15 base fee. Montana does not accept paper filings for LLC dissolution. A typical clean closure runs $15 to $35 in state fees.

  • How long does Montana LLC dissolution take?

    Standard processing averages 5 business days through the biz.sosmt.gov portal at the $15 base fee. Paid expedite tiers compress that to 24 hours ($20) or 1 hour ($100). Add time separately to close DOR tax accounts; those are handled through the Montana Department of Revenue directly, not the Secretary of State.

  • Do I need a tax clearance certificate in Montana?

    No. The Montana Department of Revenue does not issue or require a clearance certificate before the Secretary of State will accept Articles of Dissolution. The LLC still has to file final Montana returns (corporate income if C-corp, pass-through for default, withholding if applicable) and close DOR accounts separately, but no clearance document is attached to the SoS filing.

  • What vote is needed to dissolve a Montana LLC?

    The operating agreement controls under MCA 35-8-901 and 35-8-902. Absent contrary provisions, the default is unanimous consent of members. Follow whatever threshold the agreement specifies, and document the vote in a written consent before filing. See Montana LLC formation for background on Title 35 Chapter 8.

  • Can I dissolve my Montana LLC by mail?

    No. Montana requires online filing through the Secretary of State's biz.sosmt.gov portal for LLC formation and dissolution. There is no paper form and no mailing address for Articles of Dissolution. The $15 fee is paid through the portal at filing; mail filings are not accepted.

  • What happens if I just stop filing the annual report?

    Miss April 15 and the LLC triggers a $35 late fee, plus it eventually falls out of good standing. Prolonged non-filing leads to administrative dissolution, which is worse than voluntary because the entity stays on record as dissolved for non-compliance, reinstatement is more expensive than a $15 voluntary termination, and the status complicates bank relationships. The annual report fee itself is currently waived for on-time filings through 2027, so filing in the cancellation year costs nothing if done by April 15.

  • Do I still need to notify the IRS?

    Yes. File a final federal return for the LLC (Form 1065 for multi-member, Schedule C on Form 1040 for single-member, Form 1120 or 1120-S if the LLC elected corporate treatment), check the final return box, and distribute any remaining balances. File IRS Form 966 within 30 days of the dissolution resolution if the LLC had C-corp treatment, and close the EIN by letter. The IRS close-a-business page has the federal checklist.

  • How long does LLC dissolution take in Montana?

    Online filings are processed in about 5 business days through the state portal. Paid expedite for $20 cuts processing to 24 hours.

  • Can I file the Articles of Dissolution / Termination online?

    Yes. Montana accepts LLC dissolution filings online through the state portal. Online is the only accepted filing path; paper mail is not processed.

  • What vote is required to dissolve a Montana LLC?

    Montana's LLC statute specifies a per operating agreement member vote to dissolve, unless the operating agreement sets a different threshold. Most LLCs follow the statutory default. Document the vote in a written consent or meeting minutes before filing any dissolution paperwork.

  • Does dissolution close my federal tax obligations?

    No. The Montana Secretary of State does not notify the IRS. You have to close the federal side separately: file a final federal return marked as "final," file IRS Form 966 within 30 days if the LLC had C-corp tax treatment, and close the EIN by writing to the IRS. The EIN stays on file forever; closing it flags the entity as inactive so automated notices stop. See the IRS close-a-business page for the full federal checklist.

  • Will my LLC name become available for someone else to use after dissolution?

    In most cases yes. Montana typically releases the LLC name back to the general pool once the dissolution filing is accepted, and a third party can register a new entity under the same name shortly thereafter. If preserving the brand matters, keep a minimal LLC active or register the business name as a trademark.

Related

Sources

  • Filing fee: sosmt.gov/business/fees/ · verified April 21, 2026
    Montana SoS Business Services fee schedule: Articles of Dissolution / Articles of Termination filing fee is $15. All Montana business filings are online only through biz.sosmt.gov; paper filings are not accepted.
  • Expedited: sosmt.gov/business/fees/ · verified April 21, 2026
    Montana expedited service tiers: 24 hours $20, 1 hour $100. 24-hour tier recorded. Fees are in addition to the $15 dissolution filing fee.
  • File online: biz.sosmt.gov/ · verified April 21, 2026
    Montana SoS Online Business Services portal. Montana accepts LLC dissolution filings online only; mail filings are not accepted. Standard processing averages 3-6 business days without expedite.
  • Tax clearance required: mtrevenue.gov/taxes/ · verified April 21, 2026
    Montana Department of Revenue does not require a tax clearance certificate before the Secretary of State will accept LLC Articles of Dissolution. The LLC must file final Montana tax returns (corporate income if C-corp election, withholding, pass-through) and close its DOR accounts, but no clearance certificate is required for SoS dissolution.
  • Member vote standard: archive.legmt.gov/bills/mca/title_0350/chapter_0080/part_0010/sections… · verified April 21, 2026
    Montana LLC Act, MCA Title 35, Chapter 8, Part 9 (Dissolution). Defers to the operating agreement; MCA 35-8-901 and 35-8-902 provide that dissolution occurs on events specified in the operating agreement or by unanimous consent of members absent contrary agreement.
  • Irs closure url: www.irs.gov/businesses/small-businesses-self-employed/closing-a-busine… · verified April 21, 2026
    IRS closing-a-business checklist: final federal returns, employment tax deposits, and EIN account closure.