Start an LLC in Oregon

Naming your business is the first step of your LLC formation journey. The rules, spelled out in OR. Rev. Stat. § 63.04.9, say your LLC’s name must:

• Include limited liability company, L.L.C., or LLC.
• Not include words or abbreviations that suggest it’s another kind of entity, like corp or limited partnership.
• Be one-of-a-kind among business names in Oregon.

If you have a great name in mind and are ready to form, check to see if it’s available. Not yet ready to form? You can reserve your business name for 120 days.

All LLCs in Oregon are required to have a registered agent. This is someone (yourself, another individual, or a company like us) designated to accept legal mail on behalf of your business. You’ll need to have your registered agent’s name and address ready before you fill out your Articles of Organization.

The requirements for a registered agent in Oregon are outlined in OR. Rev. Stat. § 63.111. In addition to accepting legal mail on your behalf, your registered agent must:

• Have a physical address in Oregon. (No P.O. Boxes or virtual offices allowed.)
• Keep regular business hours.

Learn why the pros use a registered agent service.

To officially create your Oregon LLC, you’ll need to complete a form called the Articles of Organization. If you don’t submit this form to the Oregon Secretary of State and pay the $100 filing fee, your business cannot become an LLC. All of the information on this form will become part of the public record.

To complete the Articles, you’ll need to provide the following information:

• Company name. Include an indicator like LLC.
• Duration. Check a box to signify whether your LLC has a known end date or not.
• Principal office. The physical street address where primary business operations occur.
• Registered agent. The person or company designated to accept service of process on behalf of your LLC.
• Registered office. The physical address in Oregon where your registered agent is present during business hours.
• Mailing address. You can use a P.O Box if you want.
• Management structure. Indicate whether your LLC will be managed by members or managers.
• Professional services. This is only for PLLCs (LLCs that provide a state-licensed service like law or medicine).
• Optional provisions. Anything you’d like to add goes here. For example: Check the box to make your LLC a benefit company and attach supporting documents.
• Organizer. Whoever is preparing and signing the document.
• Member names and addresses. Members are your LLC’s owners. This step is optional.
• Manager names and addresses. Managers are people hired to run your LLC. This step is optional.
• Individual with direct knowledge. This is a member, manager, or someone else who knows what your business is up to.
• Contact name and phone number. If there’s a problem with your filing, the Oregon Secretary of State will reach out to this person.

An operating agreement is an internal document that specifies, in detail, how your business will be run. It’s the nitty gritty—how much each member invested, how profits and losses are allocated, how voting works, how membership is transferred, and how your LLC will handle disputes.

Contact a lawyer or use our free Oregon LLC Operating Agreement Template.

Your Oregon LLC needs money to operate. Yes, it’s true. And to maintain limited liability and keep the LLC separate from its members, you’ll need to open a business bank account. To do so, you’ll also need to get an EIN, or an Employer Identification Number, unless you have a single-member LLC and don’t mind giving out your social security number.

Once your business bank account is formed, it’s time to fund the LLC. Each member should make an initial contribution to pay for their membership interest (percentage of LLC ownership).

Oregon LLCs need to be aware of their tax and reporting obligations. Here’s the breakdown:

• Taxes: LLCs in Oregon with default tax classification are taxed as pass-through entities. This means that profits pass through the LLC itself and are distributed to the owners (members), who then report the profits as earnings on their personal tax filings. Profits are subject to the federal self-employment tax rate (15.3%).
• Annual reports: Submitted to the Secretary of State, annual reports ensure the state has updated information on who owns your LLC and how to get in touch with your business. The Oregon Annual Report costs $100 to file. Tired of paperwork? Let us file your annual report for you.
• BOI Report: The Beneficial Ownership Information (BOI) Report is a report businesses file with FinCEN that discloses information about your beneficial owners and company applicant. Businesses are required to file within 90 days of forming their LLC. You can do it yourself, or you can hire us to file the BOI Report for you.

*This is informational commentary, not advice. This information is intended strictly for informational purposes and does not constitute legal advice or a substitute for legal counsel. This information is not intended to create, nor does your receipt, viewing, or use of it constitute, an attorney-client relationship. More information is available in our Terms of Service.