How to Transfer or Move a LLC from Montana to Texas

How to transfer a company to Texas: keep the EIN with no downtime [step-by-step]

How to transfer a corporation to Texas from New York [step-by-step]

How to transfer an LLC from New York to Texas [step-by-step]

How to transfer a corporation to Texas [step-by-step]

How small business owners are transferring their LLCs to Texas [step-by-step]

How to legally move a company to Texas without starting over [step-by-step]

Transferring your business to Texas with no downtime [step-by-step]

How to transfer a corporation to Texas and keep the EIN [step-by-step]

How to transfer your LLC to Texas with no downtime [step-by-step]

How to move a company to Texas without disruption [step-by-step]

How to convert your company to Texas [step-by-step]

How to move your LLC or corporation to Texas from New York [step-by-step]

How to transfer a company to Texas: keep the EIN with no downtime [step-by-step]

How to transfer a corporation to Texas from New York [step-by-step]

How to transfer an LLC from New York to Texas [step-by-step]

How to transfer a corporation to Texas [step-by-step]

How small business owners are transferring their LLCs to Texas [step-by-step]

How to legally move a company to Texas without starting over [step-by-step]

Transferring your business to Texas with no downtime [step-by-step]

How to transfer a corporation to Texas and keep the EIN [step-by-step]

How to transfer your LLC to Texas with no downtime [step-by-step]

How to move a company to Texas without disruption [step-by-step]

How to convert your company to Texas [step-by-step]

How to move your LLC or corporation to Texas from New York [step-by-step]

Redomestication, also known as redomesticating, refers to the lesser-known legal process of transferring or moving the "home state" of an existing corporation, partnership, or LLC to a new state. It means keeping your existing company name, credit, and federal employer identification number (FEIN) without wasting time and money creating a new business entity, applying for foreign registration, or moving assets between companies.
— Prof. Chad D. Cummings, CPA, Esq., M.S.T., LL.M., CMA, CFE, CIA, CRMA, CISA, CITP, FCPA, PFS, CFP

Texas destination-state requirements

A redomestication into Texas is governed by Chapter 10, Subchapters C and D, of the Texas Business Organizations Code together with the law of Montana. The transaction requires a written Plan of Conversion, the approvals required by the governing documents and applicable law, a Certificate of Conversion, and, for a Texas filing entity, a Certificate of Formation. The Texas filing must be coordinated with the Montana outbound instrument so the same LLC continues without interruption.

Tax considerations when moving a LLC from Montana to Texas

Montana taxes ordinary individual income at 4.7 percent and 5.65 percent for tax year 2026. The upper bracket begins above $47,500 of taxable income for single filers and $95,000 for joint filers. Under enacted House Bill 337, the top rate falls to 5.4 percent in 2027, while the lower bracket expands to $65,000 for single filers and $130,000 for joint filers. Montana separately taxes qualifying net long-term capital gains at 3.0 percent or 4.1 percent. These distinctions matter when comparing annual operating income with a planned business sale. The Montana Department of Revenue explains the 2026 and 2027 changes.

Montana's corporate income tax generally remains 6.75 percent, with a $50 minimum tax for corporations subject to that minimum. A valid water's-edge election carries a 7 percent rate, which can matter to a multistate corporate group. An LLC's tax treatment depends on its tax classification. Partnership and S corporation income generally passes through to owners, but eligible entities can elect Montana's pass-through entity tax; nonresident owner reporting and payment obligations also require attention. Consequently, pass-through status does not mean that every Montana business is exempt from entity-level payments. Model any election together with the owners' credits and the destination state's treatment.

Montana has no general sales tax and no current separate estate or inheritance tax. However, property taxes and taxes on specific activities can remain material; local resort taxes are relevant in qualifying resort communities. The absence of a general sales tax does not eliminate payroll obligations or taxes connected with Montana property.

For owners redomesticating a LLC from Montana to Texas, distinguish the company's legal domicile from the owners' residence and the location of taxable business activity. Montana-source income can remain taxable after the charter moves. Retaining employees, rental property, or Montana customers can preserve filing obligations, depending on the tax involved. Calculate savings using the enacted 2027 income-tax changes, and close Montana accounts only when the underlying registration or tax obligation has actually ended.

Texas imposes no individual income tax and prohibits a tax on individuals' net income under Texas Constitution article VIII, section 24-a. Texas also has no conventional corporate net income tax. Its franchise tax, however, applies to many corporations, LLCs, and other taxable entities, including businesses treated as pass-through entities for federal income-tax purposes. A federal S corporation election or partnership classification does not, by itself, exempt the business from Texas franchise-tax law.

For 2026 and 2027 report years, the franchise-tax no-tax-due threshold is $2.65 million in annualized total revenue. The general rates are 0.375 percent for qualifying retail or wholesale businesses and 0.75 percent for other businesses, applied to the taxable margin apportioned to Texas. Eligible businesses with no more than $20 million in annualized revenue can use the EZ computation at 0.331 percent, subject to its separate rules. The Texas Comptroller's franchise-tax guidance provides the current thresholds and methods. The threshold is not a deduction from taxable margin and does not establish that all income above it is taxed at the general rate. The compensation deduction limit is $480,000 per person for these report years. Compare the available margin methods using the business's actual revenue, eligible costs, compensation, and Texas apportionment before choosing a computation method.

Businesses at or below the revenue threshold generally no longer file a No Tax Due Report for report years 2024 and later, but an applicable Public Information Report or Ownership Information Report remains required. The ordinary annual deadline is May 15. Texas's state sales tax is 6.25 percent, with local taxes bringing the combined rate as high as 8.25 percent. Sales-tax, unemployment, property-tax, and licensing obligations may continue even when no franchise tax is payable. Texas has no current separate estate or inheritance tax.

Redomesticating a LLC from Montana to Texas changes its governing jurisdiction. Actual tax savings depend on the owners' residence, the company's classification, and the location of its operations and receipts. Continuing employees, property, inventory, or qualifying sales in Montana can preserve that state's filing and payment obligations. Do not close an account merely because the Texas conversion documents have been accepted.

South Dakota v. Wayfair, Inc., 585 U.S. 162 (2018), permits sales-tax nexus without the former physical-presence prerequisite. 15 U.S.C. § 381 instead provides limited net-income-tax protection for specified solicitation of tangible-goods orders. Wisconsin Department of Revenue v. William Wrigley, Jr., Co., 505 U.S. 214 (1992), interprets that protection. These authorities address different taxes and activities. Review nexus separately for each state, including remote sales and post-move operations, before projecting that redomestication will eliminate a former state's tax burden.

Specific legal requirements to transfer a LLC to Texas from Montana

Montana has state-specific statutory, approval, filing, fee, and sequencing requirements that must be coordinated with Texas law. The requirements below are the origin-state requirements applicable to this transaction.

1. Montana LLCs and corporations can move their legal domicile to Texas through statutory domestication when the destination permits the transaction. The route depends on the entity type. Montana enacted a direct LLC domestication framework in 2025; older descriptions requiring every Montana business to form a new destination entity and merge are outdated. For an LLC, the current authorization is Mont. Code Ann. § 35-8-1402. For a business corporation, it is § 35-14-920. These provisions allow an eligible entity to change its governing jurisdiction while retaining its entity type. A corporation becoming an LLC requires a different analysis from a corporation continuing as a corporation.
2. The LLC plan must describe the actual continuing business. Under § 35-8-1403, the written Plan of Domestication identifies the entity before and after the move, its jurisdictions, and the transaction terms. It also addresses the conversion of ownership interests and supplies the proposed organizational documents. For a wholly owned LLC retaining the same owner and percentage interest, say that expressly. For several owners, reconcile voting rights and distribution provisions with the proposed Texas operating agreement. A state filing cannot resolve conflicting promises in an existing agreement. Include any conditions that must be satisfied before filing and specify who may authorize amendments or abandonment if the proposed closing cannot proceed.
3. LLC approval follows a specific statutory sequence. § 35-8-1404 first looks to the entity's governing rules for approval of domestication. If they do not supply a rule, the statute looks to the applicable merger-approval rule; if neither supplies one, all interest holders must approve. A member who will acquire personal liability can require separate written consent under the statute. Consequently, majority ownership alone does not establish authority to sign a Montana LLC domestication. Review the operating agreement actually in force, including amendments and class rights, and identify the approving members in the signed transaction record. The signer of the public filing and the persons whose approval is required may differ.
4. Corporations use the Montana Business Corporation Act. The plan required by § 35-14-920 addresses the new jurisdiction and the treatment of shares, together with proposed articles and bylaws. Under § 35-14-921, board action generally precedes shareholder approval. The statute supplies voting requirements and protections for separate voting groups, and notice must reach shareholders entitled to receive it even when they lack a vote. Review any greater vote imposed by the articles and any applicable appraisal rights. Older contracts referring to merger can also affect a domestication under the statute's transition provisions. Do not substitute the LLC approval standard for a corporate vote simply because the same individual owns the business.
5. The outgoing filing is Articles of Domestication. An LLC files under § 35-8-1406, and a corporation under § 35-14-922. The information must identify the same entity and destination jurisdiction used in the approved plan. For an LLC, a signed plan can serve in place of articles only if it contains all required filing information. Consider confidentiality before using that option because a public filing may disclose internal terms. The destination may require a differently named document, such as Articles of Conversion, without changing the Montana instrument. Confirm required attachments and signature authority against the current Secretary of State instructions before releasing either filing.
6. Coordinate effectiveness in both jurisdictions. Montana's outbound provisions tie completion to effectiveness under the destination's law as well as the Montana filing. The LLC statute permits an identified future date or time within its 90-day limit. A submission receipt does not prove that the transaction is already effective. The closing instructions should identify which document is submitted first, the evidence required by the second filing office, and the deadline for providing any certified copy. Where the states permit coordinated future effectiveness, use the same intended closing date and account for time zones. If one filing is rejected, resolve the mismatch before representing to a bank or counterparty that the Texas entity has completed domestication.
7. Budget the filings actually required. The Montana Secretary of State fee schedule and the accepted filing package determine state charges. A single quoted amount should not combine Montana filing fees with destination charges or optional expedited service. Confirm whether a status certificate or certified copy will be needed by Texas, a lender, or another recipient; Montana's filing requirements do not decide another jurisdiction's evidence requirements. Review the Montana business record for administrative status and outstanding reports before closing. If corrective filings or reinstatement are necessary, complete them in time to obtain the evidence needed for the destination filing rather than assuming a pending correction is sufficient.
8. Domestication preserves the entity and its obligations. For LLCs, § 35-8-1407 provides continuity without dissolution or winding up. For corporations, § 35-14-924 preserves the continuing corporation and its original incorporation history. Property remains vested in the continuing entity, while debts and pending proceedings survive. The move does not extinguish a guarantee or defeat an existing creditor. Preserve the original formation documents alongside the accepted domestication records so that the company's history can be explained. Federal tax classification and EIN treatment require their own analysis; continuity under Montana entity law alone does not establish that every federal tax requirement has been satisfied.
9. Review contracts and regulated operations before filing. Statutory continuity does not remove an express notice or consent requirement tied to a change of domicile. Examine material financing and lease provisions, and obtain any required written approvals. Determine whether the relevant licensing board accepts continuation in Texas and what it requires to update the license holder's record. A professional business should check ownership and professional-entity requirements in both states. For Montana real property, provide the accepted transaction evidence to the title professional and determine what recording is appropriate. Update bank authority and insurance records using the effective name and jurisdiction, without describing the transaction as an asset sale unless a separate sale actually occurs.
10. Preserve the option to stop a pending LLC domestication correctly. § 35-8-1405 permits amendment or abandonment under its stated approval rules. If articles have already been delivered but are not effective, Articles of Abandonment must be filed before effectiveness. The abandonment filing takes effect when filed. An internal decision to cancel, without the required public document, should not be treated as sufficient to prevent the pending domestication.
11. Decide whether the business will remain active in Montana. A LLC organized in Texas may need foreign registration and a Montana registered agent if it continues transacting business in Montana. Retained Montana operations can also preserve tax obligations, regardless of the charter change. Coordinate final returns and account closure with the tax adviser only for obligations that truly end; payroll and Montana-source income may continue. Keep the signed plan and approvals, accepted filings from both states, and evidence of required notices in the permanent records. Assign responsibility for continuing Montana compliance and the first Texas reporting cycle so the change in domicile does not leave either state's obligations unattended.

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