Entrepreneurship is an exciting—but often intimidating—path to working for yourself. If you’ve been thinking about launching a business in Oregon, you may be worried that the steps to make everything legal will be too overwhelming and confusing. But transitioning from concept to reality isn’t as complicated as you might think.
No matter whether you’re thinking about offering a service or storefront, you can simply follow these steps to get your business off the ground in the Beaver State. From filing a name and Articles of Organization to getting a Federal Tax ID and designating a registered agent, you’ll be able to work your way through these tasks to form a limited liability company (LLC) in no time.
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How is an LLC formed in Oregon?
Although there are other legal structures to choose from—such as partnerships, corporations and nonprofits—it’s highly likely that you’ll want to form an LLC. That’s because limited liability companies are relatively simple and informal but still provide you with some general protections from lawsuits and debts related to your business.
To create an LLC in Oregon, follow these quick and painless steps:
1. Name the company
Coming up with a catchy name for your LLC might seem like fun, but it’s important that you realize it might already be taken by an Oregon business. You can check for availability with the Oregon Secretary of State by doing a quick search in the business name database.
Is the name taken? Before you head back to the drawing board, read through these tips to help you determine if there’s an alternate option:
- Oregon law requires that your limited liability company contain either the abbreviations “LLC” or “L.L.C.” or the words “Limited Liability Company.”
- Every business name must be “distinguishable upon the record” from others on file in the state. If you find one that’s available, you can reserve it for 120 days by filling out an Application for Name Reservation through Oregon’s Central Business Registry. The fee is $100.
- Hate that your business name sounds so formal? You can choose something different for real-world use (e.g., on signs, menus, and t-shirts). Often called a “DBA” (which stands for “doing business as”), this fictitious business name just needs to be legally filed. There’s a $50 filing fee, which must be paid when you complete an Assumed Business Name Registration form. You’ll need to renew the name every other year.
2. Pick a registered agent
As you work your way through the forms to take your business concept to fruition, you’ll be asked to list your registered agent. You can write in an individual or a business entity. The role of a registered agent is to be available to receive vital documents on behalf of your limited liability company.
3. File Articles of Organization with the State of Oregon
The term “Articles of Organization” may sound like something you’ll need to hire an attorney to write, but it’s actually just a collection of some pretty basic information. For your LLC, you’ll only need the following:
- Your LLC’s name
- The duration of your LLC (limited or perpetual)
- The address of the LLC’s main office
- Your registered agent’s name and address
- The address at which your LLC will receive mail notices
- Whether your LLC will be managed by members or managers
- If the LLC will offer professional services
- The name and address of your LLC’s organizers
- The name and address of one (or more) members or managers with “direct knowledge of your LLC’s operations”
The filing fee is $100 and you have the option to file by mail or online via the Oregon Secretary of State’s website.
4. Create an operating agreement
As you read through this list of pieces that are required to get your business ready to open its doors, you’ll also find an item that’s optional: the operating agreement.
No one will blame you for wanting to skip this step. After all, you’re swamped with a long scroll of must-do tasks. But this internal document can serve to your advantage—especially if you get into legal trouble.
Your LLC’s operating agreement helps spell out everyone’s vital rights, responsibilities, powers, and duties to help ensure things run smoothly. By putting these items down on paper, you’ll prevent a situation in which the State of Oregon’s default rules govern your business—if things get sticky down the road.
Not sure how to create an operating agreement? The web can serve as a valuable tool in giving you templates, tips, and samples.
5. Obtain an EIN
Finally, an item that doesn’t require any filing fees. Your LLC will need to obtain a federal tax ID. This is often referred to as an Employer Identification Number (EIN).
In order to get one from the IRS, first, determine if any of the criteria fits your LLC:
- Does your business have more than one member?
- If your business only has one member, will it have employees?
- If your business only has one member, will it be taxed as a corporation (rather than as a sole proprietorship)?
If you answered “yes” to any of the above questions, you’ll need to get an EIN from the Internal Revenue Service. Just apply online through the IRS website when you have time to complete all the steps (because it has to be done in one session).
6. File an Annual Report
Some states require you to file annual certificates or biannual reports. In Oregon, LLCs must file annual reports. Each year, before your LLC filing anniversary, you’ll need to pay $100 and submit your annual report with the Oregon Secretary of State through the Business Registry Web Renewal page. The forms on the page are pre-filled with key information on your LLC.
What is an Oregon registered agent?
Working your way through these forms, you’ll find that several provide a space for you to fill in your chosen registered agent. This business entity or individual must have agreed that they’ll be tasked with receiving important paperwork for your LLC during regular business hours.
Do I really need a registered agent in Oregon?
Yes. Oregon, like other states, requires you to list a registered agent on some of the documents you’ll be filing to launch your limited liability company.
Can I be my own registered agent in Oregon?
Yes, you have the option to serve as your own registered agent in Oregon.
Who can be a registered agent in Oregon?
Most of the rules regarding registered agents are the same throughout the United States. They include:
- Any person serving as a registered agent must be at least 18 years of age.
- Regardless of whether the registered agent is an individual or a business entity, they must have a street address in Oregon. Although no post office boxes are allowed, the street address can be a business, office, or home.
- The registered agent must be available to receive important paperwork Monday through Friday between the hours of 8 a.m. and 5 p.m.
Why would a company choose to work with a registered agent service?
Serving as your own registered agent must seem like a good way to save money, but before you jump on the DIY bandwagon, first consider some of the benefits to paying a commercial registered agent:
- Local options. If you don’t live in Oregon and/or haven’t set up an office or other business yet, you can’t fulfill the requirements to serve as your limited liability company’s registered agent. Thankfully, there are countless commercial registered agents throughout the state that can provide you with a street address to have paperwork delivered.
- Availability. Are you available to sit around and wait for important documents to be delivered at any moment during regular business hours? Probably not.
Start-ups usually require a major time commitment from the business owner. You may need to train new employees, select vendors, and/or meet with contractors or investors. By choosing a commercial registered agent, you’ll free up your weekdays to handle your other important business.
- Privacy. Not everyone is aware that sometimes important paperwork is hand-delivered by uniformed law enforcement. And while not every document will be a lawsuit, it can still be embarrassing to have your neighbors, customers or employees witness police coming to your door. If you choose a commercial registered agent, the paperwork will be delivered to a more private location—away from curious witnesses.
- Experience. Most of the paperwork you’re filing is pretty simple but are you familiar with Oregon’s compliance regulations? What about the state and federal deadlines you’ll need to meet to keep your LLC up to date? Unless this is your specialty, you’re probably not going to know as much about these important matters as a commercial registered agent.
- Time savings. So, you’ve got the experience and/or knowledge to handle your own paperwork. Do you really want that commitment on your plate? Most commercial registered agents charge an annual fee that’s less than the cost of taking your family out to dinner at a restaurant. It might just be worth outsourcing the task. Consider it an investment to free up your valuable time.
List of Oregon registered agent services
Were you persuaded to use a commercial registered agent instead of serving as your own? Here are a few in Oregon worth considering:
- Incfile.com: Incfile.com can help entrepreneurs file their LLC formation paperwork and serve as the company’s registered agent. The online company offers a host of beneficial business services that includes filing reports and other necessary documents with the state. The first year is free. After that, it’s $119 a year.
- Northwest Registered Agent: For $125 a year, Northwest Registered Agent offers an online portal, real-time updates when mail is received, and pricing that remains the same each year. The company offers its services in several states and has years of experience in the field. Additional business services are also offered.
- Swyft Filings: Swyft Filings offers registered agent services that start at $149 a year. Users get an online dashboard, report and filing reminders, and secure document storage for this fee. In addition, the company has a buffet of other business services available when you have a need.
How much does a registered agent service cost in Oregon?
Oregon’s commercial registered agents tend to charge under $100 for one year of services. You’ll find most fees range from $35 to $99.
How does an owner select a registered agent in Oregon?
Take some time to look at the rates, services, and reviews from two or three commercial registered agents in Oregon. Then choose one, sign up as a client, and provide that agent’s information where required on forms for the Secretary of State.
Can a company change its registered agent?
If you need to change your registered agent at any time, just file an Information Change Form with the Oregon Secretary of State. There’s no fee, whether you submit the form by fax, mail, or online.
What’s a registered agent?
The term registered agent is sometimes called an agent for service of process.
What’s a commercial registered agent?
As you work your way through forms, you’ll see a few places you’ll need to indicate if your registered agent is commercial or noncommercial. If you’re representing yourself, choose noncommercial. If you’re paying a professional (an individual or business entity), choose commercial.