How to Start an LLC in Oregon | 2024 Guide

Start a LLC in Oregon

How to Start an LLC in Oregon: If you’re looking to launch a business in Oregon, starting a Limited Liability Company (LLC) may be the right choice for you. An LLC provides personal liability protection for its owners while giving them flexibility in managing and taxing the business. This guide provides a step-by-step process for starting an LLC in Oregon. From choosing a unique name to registering with the state and obtaining necessary licenses and permits, Webinarcare Editorial Team will walk you through setting up your new business entity. So grab a pen and paper, and let’s get started!

What is a Limited Liability Company?

A Limited Liability Company (LLC) is a type of business entity that combines a corporation’s limited liability protection with a partnership’s tax benefits. LLCs are popular among small business owners for their flexibility and ease of formation. In Oregon, an LLC must have a unique name and file Articles of Organization with the Secretary of State. Depending on their business needs, LLCs may also elect to be taxed as a corporation or an S-corp. Owners of an LLC, called members, are not personally liable for the company’s debts and losses, and the company’s profits and losses are passed through to the member’s personal tax returns. This makes an LLC an attractive option for those seeking personal liability protection and simplified taxation.

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Steps on How to Start an LLC in Oregon

To form an LLC for your business, you must follow the guidelines that include naming your LLC, hiring a Registered Agent, filing your Articles of Organization, creating your LLC operating agreement, getting an employer identification number, opening a bank account and getting business licenses and permits.

Step 1: Name your LLC in Oregon

After you have decided on the idea to form an LLC in Oregon, deciding the name for your LLC is significant. There is a complete guide on LLC name guidelines for you to have a proper LLC business name. Here are some regulations you must follow while naming your LLC,

  • The name should not be confused with a government entity.
  • The name should be unique.
  • The name should be available to use.
  • Any other business does not use the name.
  • The new name must include “LLC” if it is a limited liability company.

In Oregon, if you do not wish to file your LLC right away but want to hold the name that you have decided on, then you can reserve your LLC name for 120 days. You must file a name reservation application in Oregon Secretary of State to keep the name.

Recommended: We recommend a professional service that can offer you unlimited name search, trademark and copyright registration at a reasonable price. We recommend using –

LegalZoom($0 + State Fees for LLC Formation)

You can register your business under a different legal name if your preferred name isn’t available. Once you have chosen a name, you can submit an application for filing Oregon DBA (doing business as). In this manner, you can choose any name you desire for your business. A DBA allows a company to operate under the name of the person or entity who owns it. If you have decided to file for a DBA, you can file it in three methods, online, by mail, and in person filing. However, before filing a DBA, you should know that you need to renew your DBA from up to two years, which costs around $50.

Step 2: Hire a Registered Agent in Oregon

Hiring a Registered Agent in Oregon is a must since a Registered Agent is a person or business entity responsible for receiving important legal documents on behalf of your Oregon LLC. Most states require you to designate a Registered Agent when forming your LLC.

The qualifications of a Registered Agent vary depending on the jurisdiction. Still, generally, a Registered Agent must meet the following criteria:

  • Availability: A Registered Agent must be available during regular business hours to receive and process legal documents and official correspondence.
  • Physical Address: A Registered Agent must have a physical street address within the state where the LLC is registered. This address, known as the registered office, cannot be a P.O. Box.
  • Residency or Authorization: For individuals serving as Registered Agent, they must be residents of the Oregon where the LLC was formed. A business entity acting as a Registered Agent must be authorized to do business within that state.
  • Age: A Registered Agent must be at least 18 years old.
  • Good standing: A Registered Agent should not have any legal or financial issues that impede their ability to fulfill their duties.

Choosing a reliable and responsible Registered Agent is essential, as failure to receive and respond to legal documents can seriously affect your business. Some businesses use professional Registered Agent services to ensure compliance and proper handling of legal matters.

However, if you would like to have an easier process in filing the necessary documents, you can get Oregon Registered Agent Services.

Step 3: File your Articles of Organization in Oregon

The Articles of Organization for an LLC is an important document to start your limited liability company (LLC). Oregon Articles of Organization is a simple document that contains the business name and address as well as the name and address of the person who received lawsuits on behalf of the organization.

Here are the guidelines and specific requirements in filing your Articles of Organization in Oregon.

1. Obtain the Necessary Forms: Visit the Oregon’s business filing office website, usually the Oregon Secretary of State’s office, to download the required forms or file online.

2. Provide the Required Information: Fill in the necessary details in the form, which typically include:

  • The name of your LLC (must include an LLC designator such as “LLC,” “L.L.C.,” or “Limited Liability Company”)
  • The purpose of your LLC (a general statement or specific business activities)
  • The address of your LLC’s principal place of business
  • The name and address of your registered agent (the person or business entity responsible for receiving legal documents on behalf of your LLC)
  • The management structure of your LLC (member-managed or manager-managed)
  • The duration of your LLC, if not perpetual
  • The names and addresses of the LLC’s organizers or members

3. Sign and File the Form: Submit the completed form in the {state} state office, either by mail, in person, or online. You may mail it at Secretary of State, Corporation Division, 255 Capitol St. NE, Suite 151, Salem, OR 97310.

4. Pay the Filing Fee: When you submit your Articles of Organization, you’ll need to pay a filing fee of $100. Make sure to check and include the correct payment with your submission.

5. Receive Confirmation: After your Articles of Organization have been filed and processed, you’ll receive a confirmation from Oregon, typically a stamped and approved copy of the document or a Articles of Organization.

Recommended: Filing formation papers is easy and hassle-free if you hire a professional service. We recommend using –

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Once you have successfully filed your Articles of Organization and it has been approved, your Oregon LLC is officially formed. However, remember to complete additional steps, such as creating an Operating Agreement, obtaining an EIN, and registering for any required licenses and permits.

Step 4: Create Your Oregon Operating Agreement

An operating agreement is a document that contains all of your company’s organizational details. Drafting an operating agreement in most states is not required. Yet, having one as an internal document is strongly advised. An operating agreement includes information like-

  • About Business
  • Members and management
  • Capital contribution
  • Profit Distribution
  • Change of membership
  • Dissolution

To understand how an operating agreement works, you should check out how to create an operating agreement in Oregon.

Recommended: Get oprating agreement drafts ready on your table with a help of a professional service. We recommend using –

LegalZoom($0 + State Fee for LLC formation)

Step 5: Get an EIN

After documenting the operating agreement, you should get or request an Employer Identification Number (EIN) in Oregon. An EIN will serve as the tax ID for your professional corporation. EIN can be obtained from the Internal Revenue Service (IRS). It is a 9-digit number similar to Social Security Number. EIN, however, is distinct from SSN. It is only used for business-related activities, particularly for submitting general taxes. The form must be completed and uploaded to the IRS website.

The application of an EIN in Oregon can be through the following:

  • Apply Online- The online EIN application is the preferred method for customers to apply for and obtain an EIN.
  • Apply by Fax- Taxpayers can fax the completed Form SS-4 application to the appropriate fax number), after ensuring that the Form SS-4 contains all of the required information.
  • Apply by Mail- The EIN application Form SS-4 can be filed via mail. The processing time frame to receive the mail is four weeks.
  • Apply by Telephone-International Applicants – International applicants may call 267-941-1099 (not a toll-free number) from 6 a.m. to 11 p.m. (Eastern Time) Monday through Friday to obtain their EIN.

In obtaining an EIN for your LLC, you should be aware to ensure that your LLC is eligible for an EIN. You need an EIN if you have employees, operate as a corporation or partnership, or meet other specific IRS criteria. Before applying, gather the required information, including your LLC’s name, mailing address, and the responsible party’s Social Security Number (SSN) or Individual Taxpayer Identification Number (ITIN). Also, you can apply for an EIN through various methods, including online, by fax, mail, or telephone (for international applicants).

Recommended: Professional services have the EIN included in their LLC formation package. We recommend using –

LegalZoom($0 + State Fee for LLC formation)

Step 6: Open a Bank Account and Prepare for Taxes

After you have filed for and received your Employer Identification Number, you should open a bank account because you will use this account for yourself, your clients, and your employees.

Your business dealings in Oregon might be simpler with a US business bank account because it boosts your company’s legitimacy and liquidity. Most banks demand an EIN to create a business bank account for firms other than sole proprietorships. Also, having an EIN makes tax preparation easier. You can anticipate paying employment and corporate taxes with Oregon LLC.

Opening a bank account is necessary for Oregon business. If you are still wondering where to open an account in your Oregon, you should check the Best Bank for Small Business in Oregon.

Step 7: Get a Business and License Permit

You must get a business license in Oregon before establishing your LLC. A business license is a legal document granted by a state government body that permits you to conduct business within the area under its jurisdiction. The price of business licenses and permits in Oregon ranges from $50 – $300. If there is a requirement for a specific license or city-based permit, you must inquire with the Oregon Secretary of State.

Cost to Form an LLC in Oregon

Even if you have a business name and structure in mind, you should consider whether you can afford the costs of forming an LLC in Oregon. Articles of Organization costs around $100. The initial filing fee is $100, and the annual fee is $100.

If you forget to pay the annual fee for your Oregon LLC, you will have a penalty of $50. However, you can check the Oregon LLC Cost for additional information.

Advantages of Creating Oregon LLC

Even though some people decide on what to do with their businesses, some choose to put it in their own individual name, while others still choose to set it up via LLC in Oregon. Important benefits will help you set up an LLC in Oregon.

  • Pass-Through Taxation: The pass-through structure will make the company not pay twice the tax. Most start-ups and entrepreneurs in Oregon apply for an LLC because of this structure. Pass-through taxation refers to how income and losses from an LLC (Limited Liability Company) are passed through to its members (owners) for tax purposes rather than being taxed at the business entity level. This means the LLC does not pay federal income taxes; the members’ profits and losses are allocated based on their interests. Each member then reports their share of the LLC’s income or losses on their personal tax returns and pays taxes at their individual tax rates.
  • Ownership Flexibility: If you need sole and primary control over your company’s operations, a sole proprietorship will allow you to do so. If you apply for an LLC in Oregon with flexibility, you will have default rules set by law and need an operating agreement.
  • Personal Liability Protection: Personal Liability Protection protects your business from damage, debts, or legal obligations. In personal liability protection, the company’s profits and earnings will stay as is even if your company is about to be sued. This protection of having an LLC in Oregon can also be extended to the company’s properties and assets. Many start-up companies will benefit from this since most are starting to build a company. Even if liability exists, the LLC in Oregon will protect its assets.

FAQs

What is an LLC in Oregon?
An LLC in Oregon is a limited liability company formed and operating under Oregon laws.
Who can form an LLC in Oregon?
Anyone can form an LLC in Oregon without residing in the state.
Can I use a PO Box as the registered agent for my Oregon LLC?
No, an Oregon LLC must have a street address in the state for its registered agent.
What is the cost of forming an LLC in Oregon?
The cost of forming an LLC in Oregon is $100.
How long does it take to form an LLC in Oregon?
It takes around 7-10 business days to form an LLC in Oregon.
What is an operating agreement for an Oregon LLC?
An operating agreement outlines how an LLC will be managed in Oregon.
Is an operating agreement required for an Oregon LLC?
No, an operating agreement is not required, but it is highly recommended for Oregon LLCs.
Can an Oregon LLC have multiple members?
Yes, an Oregon LLC can have one or multiple members.
Is it necessary to hire a lawyer to start an LLC in Oregon?
No, it is not necessary to hire a lawyer to start an LLC in Oregon, but it is recommended to consult one for personalized legal advice.
Can an Oregon LLC be manager-managed?
Yes, an Oregon LLC can be manager-managed for members who want more limited involvement in the management of the business.
Can I form an Oregon LLC online?
Yes, you can form an LLC in Oregon online by submitting the required information and documents.
Is there an operating agreement template available for an Oregon LLC?
Yes, there are many free templates and examples of operating agreements for Oregon LLCs available online.
Are there yearly reporting requirements for Oregon LLCs?
Yes, Oregon LLCs must file an annual report with the Oregon Secretary of State each year.
Can a foreign business form an LLC in Oregon?
Yes, a foreign business can form an LLC in Oregon under certain conditions.
What are the tax implications of forming an LLC in Oregon?
Oregon LLCs are taxed as pass-through entities, meaning the business does not pay taxes, but its profits go through to members’ tax returns.
What forms do I need to file to maintain my Oregon LLC’s operation?
You must file Annual Reports for your Oregon LLC each year to the Secretary of State of Oregon.
Are there naming requirements for Oregon LLCs?
Yes, an Oregon LLC name must include “LLC,” “L.L.C.,” “limited liability company,” or “Ltd. Liability Co.”
What if my Oregon LLC name is already in use?
You must register a different name, or use document that shows permission to use it has been obtained.
How long does an Oregon LLC stay active?
An Oregon LLC also stays active indefinitely unless cancelled, dissolved or went bankrupt.
Can an Oregon LLC conduct business in other states?
Yes, an Oregon LLC can register as a foreign LLC in other states to conduct business legally.
How do I dissolve an Oregon LLC?
You must file a Articles of Dissolution with the Oregon Secretary of State to dissolve an Oregon LLC
Can an Oregon LLC act as its registered agent?
Yes, your Oregon LLC can act as its own registered agent in the state.
Do Oregon LLCs need a business license?
Yes, most Oregon LLCs require a business license in the county or city in which the LLC operates.
Is there a difference between a domestic and a foreign LLC in Oregon?
Yes, a domestic LLC is based in state where it formed, whereas a foreign LLC is formed somewhere else but register to carry out a legitimate business in OR.
How do I check if an Oregon LLC name is available?
You can inquire availability of a name with the Oregon Secretary of State through phone, email or mail.
Can I change the name of my Oregon LLC later?
Yes, you may change the name of your Oregon LLC later by filing an Articles of Amendment.
Can I change the structure of my Oregon LLC after I’ve formed it?
Yes, you may convert an Oregon LLC from one structure to another through a legal and tax process.
What are the liability limits for an Oregon LLC?
Oregon LLC protects personal property legal assets, and the personal liability of the LLC members only reach the involvement percentage of their ownership.
Are there any other filing requirements for Oregon LLCs?
Yes, after an Oregon LLC is incorporated, it must file an initial report including key personal information everywhere on records.
How do I form an LLC in Oregon?
You can form an LLC in Oregon by filing Articles of Organization with the Oregon Secretary of State’s office.
How much does it cost to form an LLC in Oregon?
The filing fee to form an LLC in Oregon is $100.
Do I need a registered agent to form an LLC in Oregon?
Yes, every LLC in Oregon must have a registered agent who can receive legal documents and communications on behalf of the company.
Can I be my own registered agent for my LLC in Oregon?
Yes, you can be your own registered agent, but you must have an address in Oregon where you can receive legal notices.
What are the benefits of forming an LLC in Oregon?
The benefits of forming an LLC in Oregon include personal liability protection, ease of management, and pass-through taxation.
How do I choose a name for my LLC in Oregon?
Your LLC name must be unique, distinguishable from other businesses in Oregon, and it must include “Limited Liability Company,” “LLC,” or “L.L.C.”
Can I reserve a name for my LLC in Oregon?
Yes, you can reserve a name for your LLC in Oregon by filing a Name Reservation Application and paying a $100 fee.
How many members do I need to form an LLC in Oregon?
An LLC in Oregon can have one or more members, and they can be individuals, corporations, or other LLCs.
Do I need an operating agreement for my LLC in Oregon?
While an operating agreement is not required by Oregon law, it is highly recommended for all LLCs.
Can I file my LLC paperwork online in Oregon?
Yes, you can file your LLC paperwork online at the Oregon Secretary of State’s website.
What is the minimum age to start an LLC in Oregon?
There is no minimum age requirement to start an LLC in Oregon, but you must be 18 years old or older to sign legal documents.
Do I need a business license to operate an LLC in Oregon?
The requirements for a business license vary depending on the city and county where your LLC is located.
Do I need to renew my LLC every year in Oregon?
Yes, all LLCs in Oregon must file an Annual Report and pay a $100 fee to the Oregon Secretary of State.
Can a non-US citizen start an LLC in Oregon?
Non-US citizens can start an LLC in Oregon if they have a valid US address and a social security number or an Individual Taxpayer Identification Number (ITIN).
Can I change my LLC name after I form it in Oregon?
Yes, you can change your LLC name by filing Articles of Amendment with the Oregon Secretary of State and paying a $50 fee.
What is the difference between a single-member LLC and a multi-member LLC in Oregon?
A single-member LLC in Oregon has only one owner, while a multi-member LLC has two or more owners.
Can an LLC in Oregon have employees?
Yes, an LLC in Oregon can have employees, as long as it complies with all federal and state employment laws.
What taxes do LLCs in Oregon have to pay?
LLCs in Oregon must pay state taxes, such as the Oregon corporate income tax and the Oregon minimum tax, and federal taxes like self-employment taxes.
Can I dissolve my LLC in Oregon?
Yes, you can dissolve your LLC in Oregon by filing Articles of Dissolution with the Oregon Secretary of State and paying a $100 fee.
Can I convert my LLC to a different business entity in Oregon?
Yes, you can convert your LLC to a different business entity, such as a corporation or a partnership, by filing Articles of Conversion with the Oregon Secretary of State and paying a $50 fee.
How do I obtain a tax ID number for my LLC in Oregon?
You can obtain a tax ID number, or an Employer Identification Number (EIN), for your LLC in Oregon by applying online at the IRS website.
What is a Series LLC in Oregon?
A Series LLC in Oregon is a type of LLC that allows you to create a series of separate divisions or subsidiaries within the main LLC.
What types of liability does an LLC in Oregon protect against?
An LLC in Oregon can protect its owners from some of the company’s liabilities, but not all. Personal liabilities, such as fraud or crimes, may still be attributed to the LLC’s owners.
Can I convert my out-of-state LLC to an Oregon LLC?
Yes, you can convert your out-of-state LLC to an Oregon LLC by registering as a Foreign LLC with the Oregon Secretary of State and paying a registration fee.
Are there any special requirements for forming an LLC in Oregon for a nonprofit organization?
Yes, if you want to form a nonprofit LLC in Oregon, you must comply with the Oregon Revised Statutes for nonprofit organizations and obtain a state tax exemption for charities.
Can I use an LLC in Oregon to run a home-based business?
Yes, you can use an LLC in Oregon to run a home-based business, as long as it complies with zoning regulations and other local requirements.
Do I need to hire a lawyer to form an LLC in Oregon?
No, you do not need to hire a lawyer to form an LLC in Oregon, but it is recommended to seek legal advice to ensure compliance with state and federal laws.

Also Read

How Fast Can I Form an LLC in Oregon

The process of forming an LLC in Oregon is relatively straightforward, but the timeline can vary depending on several factors. The first step in forming an LLC is to choose a name for your business that complies with the state’s rules and regulations. This can usually be done quickly by conducting a search on the Oregon Secretary of State’s website to ensure that the name you want is available.

Once you have chosen a name, the next step is to file Articles of Organization with the Oregon Secretary of State. This can be done online, by mail, or in person, and typically requires the following information: the name of the LLC, the address of the LLC’s principal place of business, the name and address of the LLC’s registered agent, and the names and addresses of the LLC’s members or managers.

The processing time for the Articles of Organization can vary, but in general, it takes about 7-10 business days for the Secretary of State to review and approve the filing. However, expedited filing options are available for an additional fee if you need your LLC formed quickly.

After the Articles of Organization are approved, you will receive a Certificate of Formation from the Oregon Secretary of State, officially establishing your LLC. You will also need to obtain an Employer Identification Number (EIN) from the IRS, which can usually be done online in a matter of minutes.

Overall, the process of forming an LLC in Oregon can be relatively quick and straightforward if you have all of the necessary information and documents ready to go. However, there are factors that can cause delays, such as name conflicts or incomplete forms. It is important to carefully follow the state’s guidelines and requirements to avoid any unnecessary delays in the formation process.

In conclusion, the speed at which you can form an LLC in Oregon ultimately depends on how prepared you are and how quickly you can gather and submit the necessary information. With the right planning and attention to detail, you can typically expect to have your LLC formed and ready to go within a few weeks. Forming an LLC is an important first step in the journey of starting your own business, so it is crucial to take the time to do it right.

Conclusion

In conclusion, starting an LLC in Oregon is a strategic choice for entrepreneurs seeking a flexible, straightforward business structure with limited liability protection. By following the essential steps, including choosing a business name, filing Articles of Organization, appointing a Registered Agent, creating an Operating Agreement, obtaining an EIN, and securing the necessary licenses and permits, you can successfully establish your LLC. This business structure offers numerous advantages, such as pass-through taxation and ownership flexibility, making it an attractive option for small business owners looking to grow and protect their ventures. As always, consult legal and business professionals for guidance specific to your situation and state requirements.

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