Withdraw a Foreign Business in Oregon
In this guide to withdrawing a foreign LLC or corporation in Oregon, we’ll go over what it means to be a foreign business, the forms you’ll need to file to withdraw or cancel your business, and anything else you need to know.
Steps to Withdraw a Foreign LLC or Corporation in Oregon
To withdraw your foreign LLC or corporation in Oregon, you’ll need to do three main things:
- File an application with Oregon’s Secretary of State to withdraw your out-of-state LLC or corporation.
- Check with Oregon’s Department of Revenue to ensure all tax obligations are satisfied.
- Notify your Oregon registered agent (if you have one) that you’re withdrawing your foreign business from the state.
Follow along to see how it’s done.
What is a foreign Oregon business?
Being a foreign business means that a business is not originally formed (or incorporated) in Oregon, but wants to conduct business within the state. In this context, “foreign” doesn’t mean another country—it just means another state or jurisdiction.
To operate legally, the business will need to register in Oregon by completing a process called foreign qualification. If the business stops doing business in the state, they can withdraw their business and cancel their foreign registration.
How do I withdraw my foreign LLC in Oregon?
To withdraw your foreign Oregon LLC, file an Amendment/Withdrawal – Foreign Limited Liability Company form with Oregon’s Secretary of State (SOS).
How do I withdraw my foreign corporation in Oregon?
To withdraw your foreign Oregon corporation, file an Application for Amendment/Withdrawal – Foreign Business/Professional with Oregon’s SOS office.
How do you file an Oregon withdrawal application for a foreign LLC or corporation?
You can submit your Articles by mail or in person.
Mail and in person:
Secretary of State – Corporation Division
255 Capitol St. NE, Suite 151
Salem, OR 97310-1327
How much does it cost to withdraw a foreign business in Oregon?
$275 for both foreign LLCs and foreign corporations.
How long will it take Oregon to process the withdrawal filing?
Mailed filings are processed in about a week, once received. In person filings are processed the same day. You can also send the forms in via FedEx or UPS (or a local same-day courier) in order to have your withdrawal processed the same day.
Foreign Oregon LLC or Corporation Withdrawal FAQs
Can I withdraw my business by not filing the Oregon Annual Report?
Yes and no. Oregon’s SOS will mail your Oregon Annual Report payment coupon about 45 days before your renewal date. If they don’t get your report by your registration anniversary, they’ll send a late notice. You’ll then have 45 more days to file and pay. If you miss that deadline, your business will be marked inactive, your authority to operate in Oregon will be revoked, and someone else may take your business name.
While this may seem cheaper than paying $275 to withdraw your foreign business from Oregon, you should take into account any potential fines and penalties the state may levy on your business if it is not properly withdrawn from the state.
Can a foreign business lose its ability to operate for not filing an annual report?
Yes. Oregon will revoke your ability to do business in the state if you fail to file the annual report.
What is the difference between withdrawing and dissolving a business?
Foreign entities withdraw their business from a foreign jurisdiction. Domestic entities dissolve their business in their home state.
For example, an LLC that originated in Oregon is domestic to Oregon. If it stopped operating in the state, it would need to dissolve the business. If it operated as a foreign business in another state, it would need to withdrawal from that state if it wanted to close up shop.
Learn how to dissolve an Oregon LLC or an Oregon corporation.
What if I want to start a foreign LLC or corporation in Oregon?
You’re in luck! Head over to our comprehensive guides on how to form a foreign Oregon LLC or start a foreign Oregon corporation.
TIP: HIRE US to do it for you!