Forming an LLC in Oregon: Everything You Need to Know
Forming an LLC in Oregon is a straightforward process, but it has a few special requirements. 3 min read
Forming an LLC in Oregon is a straightforward process, but it has a few special requirements. To successfully create an LLC, make sure to follow the steps outlined below:
- Name your LLC
- Choose a registered agent
- File Articles of Organization
- Create an Operating Agreement
Name Your LLC
When forming an LLC in Oregon, you need to select a name for your company first. To select a good name, it is best to research which names will suit your business and will be easily recognized by your clients.
It's also a good idea to search the State of Oregon website to make sure that your chosen name hasn't already been registered. Cross-checking with the Oregon Secretary of State's Business Registry Database is a good way to be certain that your LLC name is available. State departments and agencies must approve your LLC name before it can be used.
In Oregon, you can reserve your LLC name by filing an application for name reservation along with a $100 nonrefundable fee. If approved, your reservation will last for 120 days.
If you find that your desired LLC name is available, you might want to consider reserving a domain name. This will prevent it from being used by others, which can be valuable even if you never plan to launch a website for your LLC.
Follow the Naming Guidelines
The name of your company must include words "Limited Liability Company," "L.L.C.," or "LLC." You cannot use restricted words, such as "attorney" or "university," without filing additional paperwork. To use these words, your LLC needs a licensed professional such as a lawyer or a physician. LLC names cannot contain words related to government agencies. Some prohibited words include "Secret Service" and "FBI."
Choose a Registered Agent
You are required by law to name a registered agent for your LLC in Oregon. Registered agents will receive legal documents, such as service of process or state filings, on your LLC's behalf. As in most states, a registered agent must be a legal resident of Oregon. You can also name an Oregon business as your registered agent as long as it is allowed to transact business in the state. It's also possible to name yourself or another person in your company as your LLC's registered agent.
File the Articles of Organization
Oregon requires that you file Articles of Organization when registering your LLC. This can be done online or by mail. You must file Domestic LLC Articles of Organization and provide the State of Oregon's Corporate Division with a $100 fee. If you are filing by mail, you must pay this fee by check. The fee for an online or fax filing can be paid by a credit card.
When filing your Articles of Organization, you must decide whether your LLC will be manager-managed or member-managed.
In your Articles of Organization, you must include pertinent information such as:
- The name you've chosen for your LLC;
- The planned length of operating of your LLC;
- The name of your registered agent;
- The street address of your registered agent;
- The mailing address for your LLC;
- The addresses of all founding members of your LLC;
- Licenses for professional services your LLC will be offering.
If you've already formed your LLC in another state and are expanding to Oregon, you will form a Foreign LLC instead of a Domestic LLC.
For the quickest registration of your LLC, it is best to submit your forms online. When filing online, the processing time should be no more than two business days. When submitting forms by mail, the processing time can take up to two weeks. Processing time is generally between one and three business days when filing by fax.
Create an Operating Agreement
You are not required to adopt an operating agreement when forming an LLC in Oregon, although it is a good idea to have such an agreement in place. Writing and adopting an operating agreement is the best way to establish operating protocols for your LLC and can help you structure the ownership of the LLC. You do not need to include your operating agreement with your Articles of Organization, as it is intended to be an internal document. Generally, operating agreements come in written form, but spoken form is also acceptable. When you request an Oregon tax license, you will need to submit your LLC's operating agreement.
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