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How To Start A Nonprofit In Oregon

To start a nonprofit corporation in Oregon, you must file the Oregon Nonprofit Articles of Incorporation with the Oregon Secretary of State. You can submit your nonprofit’s articles online, in person, or by mail. The articles of incorporation cost $50 to file. Once filed with the state, the articles of incorporation officially create your Oregon nonprofit corporation, but truly preparing a nonprofit to pursue its mission requires several additional steps.


Oregon Nonprofit Filing Options

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Download the Oregon Nonprofit Articles of Incorporation. Fill out the form and submit to the state.

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Oregon Nonprofit Articles Of Incorporation Requirements

To incorporate an Oregon nonprofit, you must complete and file Articles of Incorporation with the Oregon Secretary of State. See the document below and click on any number to see what information is required in the corresponding section.

1. Name of Corporation

Your nonprofit’s name must be distinguishable from other business entities on record with the Oregon Secretary of State, and the name can’t suggest a purpose other than that listed in your articles of incorporation or allowed by state law. The name also cannot contain the words “cooperative” or “limited partnership.”

2. Registered Agent

Include the name of your nonprofit’s registered agent. This can be an individual Oregon resident or a registered agent service like Northwest.

3. Registered Office

The registered office is the Oregon street address of your registered agent’s placed of business. If you hire Northwest, our address goes here.

4. Mailing Address

List a mailing address for your nonprofit, and keep in mind that this address will go into the public record. When you hire Northwest, you can list the address of our Oregon office.

5. Type of Corporation

Identify your nonprofit as a religious, public benefit, or mutual benefit corporation. A religious corporation is organized for religious purposes; a public benefit corporation is organized for charitable purposes (or to otherwise exclusively benefit the public); and a mutual benefit corporation is organized to benefit its members.

6. Members

Indicate if your nonprofit will have members. A member is basically a person with the right to vote in the election of your nonprofit’s directors.

7. Distribution of Assets

Indicate how your nonprofit will distribute its assets if it ever shuts down. This provision is particularly important for public benefit corporations seeking 501(c)(3) tax-exempt status with the IRS. 501(c)(3) organizations must permanently dedicated their assets to one or more exempt purpose, and their articles of incorporation must contain a dissolution of assets provision using specific tax-exempt language provided by the IRS.

8. Optional Provisions

Include attachments, if necessary, to add additional provisions governing your nonprofit, so long as they are consistent with Oregon state law. Note that nonprofits seeking 501(c)(3) tax-exempt status should include a statement of purpose, as well as additional special provisions, using the tax-exempt language required by the IRS.

9. Incorporator(s)

Include the names and addresses of your nonprofit’s incorporators (at least one). An incorporator doesn’t need to be an officer, director, or member of your organization. When you hire Northwest to form your nonprofit, we’ll be your incorporator.

10. Execution

Your articles should end with the names, titles, and signatures of each of your incorporators. The articles also ask for a contact name and a phone number (which then goes into the public record!). When you hire Northwest, you can put our phone number and information here instead.

How Much Does It Cost to Incorporate an Oregon Nonprofit?

Oregon charges $50 to file nonprofit articles of incorporation.

How Long Does It Take to Start an Oregon Nonprofit?

Standard processing for mailed filings is around 7-10 business days in Oregon. If you file online, Oregon will take about one day to process your articles of incorporation.

Does an Oregon Nonprofit Need a Registered Agent?

Yes, Oregon requires nonprofit corporations to appoint and maintain an Oregon registered agent. Your nonprofit’s registered agent is an individual or business entity that provides a reliable way for the state to contact your organization with official state documents and legal notices (if you ever get sued). This is why a registered agent must be available during normal business hours at an Oregon street address listed on your nonprofit’s articles of incorporation. You can take on the job yourself, appoint someone you know, or hire a commercial registered agent service like Northwest.

The job looks easier on the surface than it actually is. On the one hand, it’s “easy” to wait at a single, publicly-listed location for official state mail and services of process that may never come; on the other hand, you can’t travel, hold lengthy meetings, or do pretty much anything else that takes you away from your desk for any length of time. That isn’t a viable option for most people trying to manage and grow a new nonprofit.

A better option? Hire Northwest to serve as your registered agent service, and you can leave the endless waiting to us. Hiring Northwest also means you can list our Oregon street address, in place of yours, on your articles of incorporation. You’ll get less junk mail, have to deal with fewer salespeople popping up at your door, and reduce the chance that you’ll get targeted by data-sellers. If or when we receive a legal notice on behalf of your nonprofit, we’ll scan it and send it to you on the day we receive it.


Get an Oregon Nonprofit EIN

Your nonprofit will need a federal employer identification number (FEIN or EIN) if you wish to apply for federal tax-exempt status, open a bank account in your nonprofit’s name, and otherwise present your organization as a legitimate nonprofit corporation. After the state approves your articles of incorporation, you can apply for an EIN at the IRS website, by fax, or by mail.

Rather not deal with the IRS? You’re in luck. Northwest offers a convenient EIN service, for an additional fee, which you can easily add on at checkout.


Hold Your Organizational Meeting & Adopt Bylaws

Oregon requires all nonprofit corporations to adopt bylaws, which are basically your corporation’s internal rules. Your nonprofit should adopt bylaws at its organizational meeting—your first official meeting after incorporating with the state—along with electing or appointing directors and officers and settling any other business necessary to get things started. If your nonprofit intends to seek 501(c)(3) federal tax-exempt status from the IRS, make sure to adopt your bylaws before submitting the Application for Recognition of Exemption.

Your nonprofit’s bylaws need to be strict enough keep your nonprofit’s activities lawful, to clearly define the rights and responsibilities of your directors, officers, and members, to provide clear procedures for handling problems and disputes (such as how to remove an officer), and to otherwise manage your nonprofit’s day-to-day business. But your bylaws also need to be loose enough to allow your organization room to change and grow.

Sound like a challenge? It is. That’s why Northwest provides our clients with an adaptable template for writing Oregon nonprofit bylaws, as well as numerous other free nonprofit forms, to help get you started.


Apply for Federal and/or State Tax Exemptions

To obtain tax-exempt status in Oregon, you must first apply for federal tax-exempt status with the IRS. You’ll submit an Application for Recognition of Exemption (IRS Forms 1023, 1024-A, or 1024 depending on the nature of your nonprofit), along with the filing fee. This is a long, detailed form that asks for a lot of information about your corporation’s history, finances, and activities.

Currently, the IRS recognizes more than two dozen types of exempt organizations, but most nonprofits seek 501(c)(3) status for public charities and private foundations. If you decide to this route, make sure your articles of incorporation include the specific tax-exempt language provided by the IRS.

If your nonprofit manages to obtain federal tax-exempt status, it will be exempt from paying the state’s corporate income tax, and Oregon already doesn’t have a state sales tax. Learn more at Northwest’s guide to Oregon tax exemptions.


Register for Oregon state tax accounts, licenses, and/or permits

Does an Oregon nonprofit need a business license?

Oregon doesn’t issue a general business license, but the state requires licenses for all sorts of activities. You can find out which (if any) of your nonprofit’s activities require a state license at Oregon’s Business Xpress License Directory, and different cities and counties often have licensing requirements of their own.

Does an Oregon nonprofit need to register as a charity?

If your nonprofit intends to solicit charitable contributions in Oregon (or if it otherwise operates as a charity), it will likely need to register as an Oregon charity with the Oregon Department of Justice. This involves submitting Form RF-C (Registration for Charitable Organizations) and renewing your registration each year. Make sure to register before doing any charitable work in the state.

There is no initial registration fee, but you’ll pay annual renewal fees based on your nonprofit’s annual gross revenue:

Total Revenue Revenue Fee
$0-$24,999 $20
$25,000-$49,000 $50
$50,000-$99,000 $90
$100,000-$249,999 $150
$250,000-$499,999 $200
$500,000-$999,999 $300
$1,000,000 or more $400

Open a Bank Account For Your Oregon Nonprofit

When you try to start a bank account for your Oregon nonprofit, you’ll likely need the following items in hand (at the least):

  • A copy of your nonprofit’s articles of incorporation
  • A copy of your nonprofit’s bylaws
  • Your nonprofit’s EIN

Different banks, of course, may have their own requirements, which is why it is wise to call the bank before going in. Some banks may require additional documents or a resolution authorizing someone to open the account in your nonprofit’s name.

Note for Non-U.S. Residents:

It isn’t currently possible to start a U.S. business bank account from abroad, so we can’t offer that service for you. If you live abroad and start a nonprofit corporation in Oregon, you’ll need to fly in and open a bank account.

Why is opening a bank account for your nonprofit important?

All nonprofit corporations are meant to exist as legal entities separate from their directors, officers, or members. This is why it’s so important to open a bank account in your nonprofit’s name. If you begin mingling your funds with your nonprofit’s funds, you can easily lose the liability and asset protections that come with starting a nonprofit corporation.


File the Oregon Annual Business Renewal

Oregon requires nonprofit corporations to submit an annual report (called the annual business renewal) updating or confirming its corporate information on the state’s records, including your nonprofit’s name and registered agent information. You can submit your nonprofit’s annual business renewal online or by mail, there is a $50 filing fee, and the deadline is always the anniversary of your nonprofit’s incorporation.

Keep in mind that your nonprofit must submit its annual report to remain in good standing with the state, so it pays to be safe. If you’d rather not worry about missing the deadline, add our convenient Oregon Business Renewal Compliance service for an additional fee when you hire Northwest.