Mont. Admin. r. 42.23.313 - FILING REQUIREMENTS UPON DISSOLUTION, WITHDRAWAL, OR CESSATION OF BUSINESS

(1) When a domestic corporation seeks to dissolve, or when a foreign corporation seeks to withdraw or ceases business in Montana, the following requirements must be met for the purpose of obtaining a Dissolution/Withdrawal Certificate:

(a) a completed and signed Application for Tax Certificate (Form CR-T) must be submitted to the department;

(b) all required tax returns must be filed;

(c) all taxes, interest, and penalties must be paid; and

(d) an assumption of Montana tax liabilities must be filed with the department on a Form ATL if the corporation is:

(i) party to a merger or consolidation; or

(ii) included in the combined filing of another corporation subject to tax under 15-31-101, MCA, and a final return is not filed.

(2) When a domestic corporation has completed its dissolution or when a foreign corporation has completed its withdrawal and seeks a Tax Clearance Certificate, the following requirements must be met:

(a) a completed and signed Form CR-T must be submitted to the department;

(b) a return clearly marked "Final Return" must be filed for the short period commencing with the closing date of the last period for which a return was filed and extending to the date of dissolution, withdrawal, or cessation of business in this state;

(c) a schedule must be attached to the final return showing the disposition made of the corporate assets. If the corporation sold its assets, any gain or loss from the disposition thereof must be included in the determination of net income, unless the corporation is not required to report gain pursuant to 15-31-113, MCA; and

(d) all taxes, interest, and penalties must be paid.

(3) If a corporation subject to (2) is party to a merger or consolidation, or is included in the combined filing of another corporation subject to tax under 15-31-101, MCA, and a final return is not filed, a Tax Clearance Certificate will not be issued.

(4) Corporations not engaged in business in Montana during the reporting period may file an annual affidavit in lieu of returns as provided for in ARM 42.23.312.

Notes

Mont. Admin. r. 42.23.313

Eff. 12/31/72; AMD, 1982 MAR p. 104, Eff. 1/29/82; AMD, 2001 MAR p. 2046, Eff. 10/12/01; AMD, 2016 MAR p. 2198, Eff. 11/26/2016

AUTH: 15-31-501, MCA;IMP: 15-31-143, MCA