Foreign Corporation Registration

"A foreign corporation may not do business in the state until it registers with the secretary of state. A foreign corporation doing business in the state may not maintain a proceeding in any court of this state until it is registered to do business in the state. (MCA 35-14-1502) To register to do business in the state, a foreign corporation shall deliver a foreign registration statement to the secretary of state for filing. (MCA 35-14-1503) Activities of a foreign corporation that do not constitute doing business in the state for purposes of this part include:

(a) maintaining, defending, mediating, arbitrating, or settling a proceeding;
(b) carrying on any activity concerning the internal affairs of the foreign corporation, including holding meetings of its shareholders or board of directors;
(c) maintaining accounts in financial institutions;
(d) maintaining offices or agencies for the transfer, exchange, and registration of securities of the foreign corporation or maintaining trustees or depositories with respect to those securities;
(e) selling through independent contractors;
(f) soliciting or obtaining orders by any means if the orders require acceptance outside this state before they become contracts;
(g) creating or acquiring indebtedness, mortgages, or security interests in property;
(h) securing or collecting debts or enforcing mortgages or security interests in property securing the debts and holding, protecting, or maintaining property so acquired;
(i) owning real or personal property that is acquired incident to activities described in subsection (1)(h) if the property is disposed of within 5 years after the date of acquisition, does not produce income, or is not used in the performance of a corporate function;
(j) conducting an isolated transaction that is completed within 30 days and that is not in the course of repeated transactions of a similar nature; and
(k) doing business in interstate commerce.

The list of activities is not exhaustive. (MCA 35-14-1505)"