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- Verify Company Name Availability
- Preparation & Filing of Articles
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- Online Order Status Tracking
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- Lifetime Customer Support
- Online Access to incorporation Documents
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How to Form an LLC in Oregon: The Benefits of Doing Business as an Oregon LLC
There are many requirements that go into getting your Oregon LLC up and running, some of which can be overwhelming when starting a new business.
However, with the right support, you’ll be able to successfully form your Oregon LLC so you can start doing business as a limited liability company. Below you will find an overview of each step.
The Oregon LLC formation process has nine easy steps:
1. Choose a name for your Oregon LLC
2. Select a registered agent
3. Obtain a Certificate of Formation
4. Create an LLC Operating Agreement
5. Get an EIN
6. Complete an annual report
7. Obtain business licenses and permits
8. Open a business bank account
9. Obtain business insurance for your LLC
What is a Limited Liability Company (LLC)?
A limited liability company is a type of business structure that offers many benefits to business owners and members. One of the most well-known benefits is limited liability protection.
When you form an LLC, your personal assets are protected in the case of debts or lawsuits against your Oregon LLC. This means that personal bank accounts, vehicles, and real estate cannot be taken from you as long as your business is in good standing.
If you’re looking to start an LLC in Oregon, contact the professionals at LLC Formations so we can help you get your business up and running.
These are the very basic steps to creating an LLC in Oregon. If you’re still confused on what to do, don’t worry! This was to give you an idea of what steps we will work through together. You are well on your way to starting your first business in the great state of Oregon!
Now let’s dive deeper into the seven steps and learn how the LLC Oregon process is designed.
1. Choose a Name for Your Oregon LLC
Step 1 in forming an LLC in the state of Oregon is to reserve a name. Your business name might be the first impression given to clients and customers, so be sure to choose something unique that best represents your business.
Conduct a Name Search
Oregon has certain name requirements that you must abide by.
Your business name must be fully available to use in Oregon, meaning that no other business entities can have the same name or even a similar name in Oregon state. To make sure that your LLC name is available, you will need to search for the name of choice in the Oregon Business Registry on the Oregon Secretary of State Website.
If the business name doesn’t show up in the database, then you’re safe to use it for your LLC. However, there are some things to keep in mind when choosing a name for your new business.
Should your LLC name not be accepted, Oregon will hold onto your filing fee and give you another 45 days to file again. However, to avoid this inconvenience, call the Oregon Corporation Division to ask for a manual name check. This could save you some processing time and money.
Name Requirements for Your LLC in Oregon
Oregon has certain name requirements that you must abide by when forming an LLC:
- Business names must end with a designator showing that your company is an LLC.
- Your name must not give the appearance of a corporation.
- Certain word choices in your name require approval.
- Your name cannot be too similar to any other LLC name.
What is Designator?
A designator is placed at the end of your business name and it indicates that your name is an LLC. Therefore, the designator should be one of these three choices: LLC, L.L.C., or Limited Liability Company.
Here are some name examples:
- Oregon Oranges, LLC
- Oregon Oranges, L.L.C.
- Oregon Oranges, Limited Liability Company
The three examples listed above are the legally required was that the state requires you to designate your name. Most businesses choose the “LLC” designator.
Obtain a Domain Name and Email for Your Oregon LLC
Before selecting the name for your Oregon business, you’ll want to make sure that the domain name is available. The domain name should match the name of your business. This way, your business can be easily searched for by future clients or customers who may be interested in your business services.
You’ll also want to obtain a business email address under the same business name. By having a business email address with the same business name, customers and clients will see your business as organized and professional.
If you need help with choosing a name for your LLC in Oregon, contact the professionals at LLC Formations so we can help you get your Oregon LLC started.
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2. Select a Registered Agent for Your Oregon LLC
It’s important to have an understanding of some basic legalities when forming an LLC. Since an LLC becomes a legal institution, it’s required to have a secure place within the state to receive legal mail. Known as “Service of Process,” this is a fancy term for receiving court summons, subpoenas, and more. You never know when your business could be facing a lawsuit against an unfair business partner, customer, or rivalry.
What is a Registered Agent?
After choosing a business name, it’s time to choose a registered agent or a professional registered agent service for your LLC in Oregon. A registered agent is someone who is authorized to receive legal documents for your business, such as lawsuits, subpoenas, and other important documents for your company. This role can also be called a “resident agent.”
Your registered agent must be reliable and responsible so you don’t miss any important documents. A registered agent’s job is simply to receive the legal mail on behalf of the company.
Who Can Be a Registered Agent?
If you have a physical address in Oregon, then you can be your own registered agent. Many business owners choose to be the registered agent of their own company. If you don’t have a physical address in Oregon, then you may choose a trusted friend or family member to be your registered agent.
To be a registered agent, you must be at least 18 years of age and you must have an office or home address in Oregon state. If you choose to hire a friend or relative to be the registered agent for your business entity, be sure that this person will be responsible for your service of process so you don’t miss any important legal mail.
Hire an Oregon Registered Agent Service
If neither of these options applies to you, then you may choose to hire a professional service, sometimes referred to as a commercial agent. A commercial agent is a third party professional company that charges you a price for receiving your legal mail on your behalf. They have a physical address in the state of Oregon, and they will forward any and all legal mail to you.
There are many benefits that come with hiring a registered agent service during your LLC formation process. Regardless of your entity type, if you choose to be your own registered agent, then your address will be listed as public information. To maintain your privacy, you can hire a registered agent service who can instead list their office address.
It can also be beneficial to hire a professional service if you are not a resident of Oregon state. If you are not a resident, it means that you don’t have a mailing address in Oregon state and cannot be your own resident agent. You need a mailing address in order to form an LLC, so the professional service can provide you with an address as if you were a resident.
If you need help with choosing a registered agent, make sure to contact the professionals at LLC Formations so we can help you get your business up and running.
3. File the Articles of Organization
The Articles of Organization is the form that legitimizes your business structure in Oregon state. Some states call this document the “Certificate of Formation.” Luckily, you only have to send the Articles of Organization to the Oregon Secretary of State, so once the forms are filled out, the process is actually quite simple.
How to File the Articles of Organization
There are two ways in which you can submit your Article of Organization for your LLC. You can submit the information either online or by mail. The filing fee is $100.00 for both types of submissions; however, the length of approval varies significantly between the two.
The Oregon LLC registration online takes approximately one to two hours at most. Doing this process by mail takes approximately five to seven business days. We highly recommend registering an LLC in Oregon online for a near-instant approval rate.
1. Create an Account with the Oregon Business Registry
First and foremost, when you’re ready to submit your Articles of Organization for your LLC, visit the Oregon Business Registry website.
Go ahead and create an account with them if you have not already. It’s important to know that the blank fields on the registration page that are highlighted in bold are required fields to fill out. You cannot skip these blank fields as they won’t allow you to progress to the next step.
The website will then ask you to fill out your contact information. Once that’s completed, you’ll need to create a memorable username and password. After that, it’ll prompt you to choose a security question. Be sure to write your information down so you aren’t delayed by forgetting the password to the forms.
2. Type a Brief Summary of Your LLC’s Purpose and Services
Once you’ve created an account on Oregon’s Business Registry, you’re ready to start the process of submitting your Article of Organization. Simply follow the directions on the website. At the top of the web page, you will start the process by clicking on the “start” button.
Remember to enter your LLC name exactly as you would like for it to be called. Do not forget to add the designator at the end of your name (that will be the LLC, L.L.C., or Limited Liability Company).
3. State How Long You Plan to Operate Your LLC
This part of the submission form asks for you to state the expected length of operations. Most people choose to click on “Perpetual”. This means that you plan on keeping your Oregon LLC open indefinitely. Should it ever close, it would only be closed by you or any other LLC owners within the business entity.
However, if you have a future date in mind for when you’d like for your LLC to close, simply click on the “Business Entity to Dissolve on Certain Date.” This will prompt you to enter the anticipated closing date for your Oregon LLC.
4. Enter Your Mailing Address for Special Notices and Alerts
Once you’ve accomplished everything up to this point, Oregon then asks for you to list your mailing address for important notices and alerts that concern your LLC. This isn’t the same as the registered agent’s mailing address. This address is for the Oregon Secretary of State to send you your annual report reminders and other important forms for your LLC.
5. Enter Your Daytime Contact Information
The contact information for your LLC should be reachable by the Oregon Secretary of State. This is for any questions that the state may have about your LLC submission. Be sure to enter your correct daytime contact information so you can be easily reached.
6. Enter Your Physical Location and Jurisdiction
Finally, you must enter the physical location of your Oregon LLC. This address informs the state of the location of your business operations and activities. This has to be a street address. P.O. Boxes are not allowed.
Oregon State has also passed a law that bans the physical address from being that of a commercial mail receiving agency, mail forwarding service, virtual address, or private mailbox.
The Statement of Management Section
As the website helps to navigate your way through the process of submitting the Articles of Organization, you’ll come across the Statement of Management section. Here you can choose whether your LLC is a “Member-managed LLC” or a “Manager-managed LLC” and list it on the Articles of Organization for your LLC.
What’s the difference?
A Member-managed LLC is a company that is managed by one or more of its members. A Manager-managed LLC is a company that is managed by one or more of its managers.
It’s up to you to decide on how you would like for your LLC to be operated and managed. You can be member-managed or manager-managed, whichever best suits your business and the services you offer.
Sealing the Deal
As you work your way through the process on the Oregon Business Registry website, you’ll come to the last sections that ask for your title and signature. Since you’re the one organizing the LLC, you’ll state that you’re the LLC Organizer and digitally sign the form.
From there, the website will direct you to the payment page. You’ll pay your $100.00 filing fee by credit card if filing online. When this is complete, you will have successfully registered your LLC in the state of Oregon.
4. Create an Oregon LLC Operating Agreement
An LLC Operating Agreement is very important when you form an LLC. An Operating Agreement simply provides an outline of your business operations and procedures. It addresses ownership details, employee processes, services, and much more.
It’s highly recommended to create an Operating Agreement as it provides tremendous protection for your business. It protects you and other LLC members should any conflict or disagreement threaten the business, and potentially its assets. Furthermore, an Operating Agreement establishes and maintains your company’s credibility as an LLC, which protects your personal assets.
Although the Oregon Secretary of State does not require you to officially file an Operating Agreement, it’s still an important part of the LLC registration process. Since it is not a required form for your LLC in Oregon, there is no state filing fee or application. You simply create your own forms and fill them out.
What Should You State in an Operating Agreement?
To create an Operating Agreement, you must include the following:
- When the LLC was formed and who owns it.
- How the LLC is managed. Is it member-managed or manager-managed?
- The amount of investment by each participating member.
- How the profits and losses will be divided among the members.
- How any changes in management roles would be handled.
- How the LLC member should dissolve the business should that scenario ever become a reality.
Operating Agreements not only protect you and your Oregon LLC, but they also protect any and all members of the LLC. All businesses should have one and remember, you can update it as the need arises. Be wise and create an Operating Agreement. It’ll reserve your LLC credibility while providing protection and rules.
5. Apply for an Employer Identification Number (EIN)
Once you have created your LLC’s Operating Agreement, you’ll need to apply for an Employer Identification Number, also called an EIN. An EIN compares to a person’s social security number. All tax information will be tracked through the EIN and every business needs an EIN or it cannot function.
The Employer Identification Number is issued by the Internal Revenue Service (IRS). An EIN is needed to file taxes and to hire employees on the payroll. It’s also needed when you open your LLC’s bank account and other important financial accounts.
To summarize it briefly, you cannot operate a business without an EIN. You will need an EIN for state taxes, a credit application, to open a business account with the bank, to file a tax return as an LLC, and even to conduct business with certain merchants.
If you need help with applying for your EIN, contact the professionals at LLC Formations so we can help you complete your application.
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6. File an LLC Annual Report
In Oregon state, you’re required to file an annual report every year. The filing fee is $100.00 and is paid once a year. This is required of every Oregon LLC as it keeps your business in good standing with the Oregon Secretary of State. Whether you’re a single-member or multi-member LLC, remaining in good standing with the state is important so you can continue to operate as an LLC.
When is the Oregon Annual Report Due?
Your LLC annual report will always be due on the birthday of your Oregon LLC. In other words, the day that you formed your Oregon LLC is when the annual report is due to the state. You can conveniently file your Annual Report online through the Oregon Secretary of State website.
If you miss the processing date for your annual report, be sure to contact the Oregon Secretary of State. Oregon LLCs that miss the deadlines face fines, or worse, dissolution of the Oregon LLC itself. If you need help with filing the annual report, contact the team at LLC Formations.
7. Obtain Business Licenses and Permits
Fortunately, the Oregon State does not offer general business licenses. However, they do require that you have the necessary licenses and permits for your particular profession. For example, if you’re a doctor, then you’ll be required to have your medical licenses and permits to practice medicine.
Depending on what your expertise is, you’ll need the appropriate business licenses and permits in order to operate legally. All businesses must check to see which permits are needed in order to conduct business. Businesses that operate without the proper licenses face fines or closure.
In addition to professional licenses and permits, you may need certain property, building, and zoning permits as well. Be sure to educate yourself on all the necessary permits for your business and location. Not obtaining these important documents can close your business and cause much unnecessary stress.
8. Open a Business Bank Account for Your Oregon LLC
After you register your LLC in Oregon and obtain an EIN, the next step is to open up a business bank account for your LLC. Whether you operate a single-member LLC or a multi-member LLC, a bank account is crucial for the growth of your LLC in Oregon.
One of the major reasons to get a bank account for your LLC is to maintain your liability protection. To maintain your liability protection, you must not “pierce the corporate veil.” When you pierce the corporate veil, you lose your liability because you mix personal funds with business funds. This cancels out the liability offered by the LLC business structure.
Having a bank account allows you to remain organized. In addition, it’s easier for you to organize state taxes, your tax return, federal tax, and anything else that needs to be organized financially since everything enters and leaves one account.
If you want to hire employees for your Oregon state LLC, you will need to have a business bank account to pay them through. Even if you operate as a single-member LLC, there are still many benefits for Oregon LLCs once they open up a bank account.
Once you form an LLC and open a bank account, you can also obtain a line of credit. This means that you can take advantage of the services offered by the bank so you can have credit to grow your LLC.
9. Obtain Business Insurance for Your LLC
It’s always smart to further protect your business by purchasing insurance. All Oregon LLCs should purchase general liability insurance, and there may be additional options offered within the state of Oregon.
You also may need to consider professional insurance and workers’ comp insurance, which are sometimes officially required, depending upon your specific business.
Depending on what type of LLC services you offer, who your clients are, and even depending on which part of Oregon you live in, you may consider buying different types of insurance that cover things like floods, machinery, overhead expense, or disability.
If you need help to determine which insurances may be beneficial to your business, contact the professionals at LLC Formations so we can help you get your insurance sorted out.
How Can LLC Formations Help You?
Setting up an LLC in Oregon takes a lot of hard work, but with the right support, you can have your business up and running in no time. The professionals at LLC Formations are here to help you start your Oregon business.
You can check out our next guide about Pennsylvania LLCs.