How To Start An LLC In Oregon
To start an LLC in Oregon, you must file a document called the Oregon LLC Articles of Organization with the Oregon Secretary of State’s Corporations Division. You can file the document online, by mail, or in person. The articles of organization cost $100 to file. Once filed with the state, this document formally creates your Oregon LLC. However, to actually ready the LLC to do business, you must complete several additional steps.
Starting an Oregon LLC Guide:
Oregon LLC Filing Options
Free PDF Download
Download the Oregon LLC Articles of Organization. Fill out the form and submit it to the state.
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Oregon LLC Articles Of Organization Requirements
To form an Oregon LLC, you must complete and file the Articles of Organization 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.
Must have LLC, Limited Liability Company, or a variation in the name. Tip: Most people do LLC.
You can choose forever or have your LLC shut down automatically at a specific date. Tip: Most people choose Perpetual.
Has to be a physical address and will be a permanent public record for your LLC. Tip: Hire us as your registered agent and you can use our Oregon address as your principal address.
You can list your own personal name or a different business name or hire a service like us. Tip: Wouldn’t it be annoying if we told you to hire someone other than Northwest at this point?
This is a physical address that will be a permanent public record for your LLC. Tip: If you hire Northwest, you would list our address here.
This is a mailing address and could be a PO Box and will be a permanent public record. Tip: Don’t want to expose your mail or have the painful task of opening it? If you hire Northwest, we’ll get your mail and scan it to you the same day we receive it so you never have to go to that pesky mailbox and risk paper cuts or have to deal with throwing away a letter after the fact.
You have to choose member managed or manager managed. Members are LLC owners. Managers are not LLC owners (although they could be…..ahaha just when you thought it could be simple). If you want to own your LLC but have an operational manager running it day to day, you can list your manager as the manager and have your LLC be manager managed so they have authority to run the LLC and make decisions for it. To be clear. If you do manager managed, you have no right as the member to make decisions for the LLC, your only right is to remove the manager and vote on who the manager should be. Tip: Most single owner LLCs just do member managed for their LLC because it’s simpler.
If you’re a professional service like a lawyer, doctor, CPA, or engineer, you’ll have to be a PLLC. Tip: You’re probably not a PLLC even though you are very professional at what you do.
Here is where you add in any additional information you would like listed in your articles of organization.
Someone must sign as the person organizing your LLC. The title can be just “organizer” Tip: If you hire us, we will be the organizer keeping your name off the permanent records.
If you selected to be Member Managed, you have to list a member here. You can list another LLC as the member if you don’t want to list your personal name. Tip: If you hire us, we can list our address here.
If you selected to be Manager Managed, you have to list one manager here. A Manager could be another LLC you own. Tip: if you hire us, you can list our address here
Hello Craziness!! What on earth is that requirement? It’s a doozy and where’s an individuals right to privacy anymore? Now here’s the thing. Many companies and agencies will continually ask for more information than they need. According to the Oregon LLC Law 63.047 Articles of Organization, there’s absolutely no requirement to provide this information so we’d recommend leaving it blank. You might get rejected and you might be able to raise a complaint and they shouldn’t be able to do much. There’s no requirement to provide this. But agencies and companies are always asking for too much information and it just creates so much more risk for data to be compromised. Tip: Try to leave it blank. Worst case you get rejected and waste a few days, but well worth the effort since it’s a permanent public document. Bigger Tip: If you value your privacy, you could form a Wyoming LLC and register an out of state LLC as a foreign LLC in Oregon. Doesn’t change anything other than cost more money and bypass this invasion of your privacy requirement.
Yes, if you put your phone number here, it will become a permanent record that is downloaded, neatly organizer, and sold to every single data buyer in the world and will then be resold and resold and you’ll get a lot of phone calls. We allow our clients to put our phone number and information here to save you from endless annoyances.
How much does it cost to start an Oregon LLC?
The Oregon Division of Corporations charges a $100 filing fee for Oregon LLCs. If you hire Northwest to form your LLC, the total out-the-door cost is $325 and it includes registered agent service, annual report reminders and the best customer service on any side of Mt. Hood.
How long does it take to start an Oregon LLC?
Oregon LLC filing times vary depending on your filing method. Online filings will be approved within 1 to 2 days and you’ll get an email confirmation when it’s done. If you file a hard copy by mail, you’ll receive a stamped copy back in the mail in 2 to 5 days. Or if you file in person, you can pick up a copy of your articles later the same day.
If you hire Northwest to start your LLC, we file online and typically we’ll have your Oregon LLC formed within 24 hours.
Does an Oregon LLC need a registered agent?
Technically, yes a registered agent is required in Oregon, but you can list yourself as the registered agent. You need to list your registered agent in your articles of organization and maintain one at all times. You must publicly list a physical address that will be a permanent record of your Oregon LLC and be available during business hours to accept legal notices. Many people forming an LLC in Oregon hire us to be their registered agent and use our registered office address for the principle, mailing, registered agent, registered office, members, managers, and correspondence address to show stability as their LLC grows or changes and not have to update addresses or worry about unwanted visitors at home or their office.
Create the Oregon LLC Operating Agreement
Do I need an Operating Agreement?
If you have partners or investors, you’re clinically nuts if you don’t have an operating agreement. It is the single most important document your Oregon LLC will have. Even if you’re a single member LLC, it would be great for you to have an Oregon LLC operating agreement so you get used to the lingo and technicalities. Someday you might want to invest in another Oregon LLC or bring on a partner. The more familiar you are with how an Oregon LLC operating agreement works, the better off you’ll be.
Why is an Operating Agreement important?
A bank will want to see your operating agreement and if you take on debt they will want to see it. What you see online and any filing you do publicly does not matter. The ONLY thing that matters is your operating agreement. It’s the private document that shows how your LLC will function and who owns it and what you’ll do if you want to close it down or get in a fight with your investors or partners. You’re giving up your life to start an Oregon LLC you should know and understand and take a few days to digest what on earth your Oregon LLC operating agreement says. Anyone can form an LLC.
Do I have to write the Operating Agreement?
Something we’re proud of at Northwest, is that when you hire us to form your Oregon LLC, you get an operating agreement specific to how you decided to manage your LLC. We include this for free with all orders because it is important. We only charge $100 to form your LLC and it includes the articles (kind of worthless), resolutions (critical), operating agreement (more than critical), and initial resolutions to start a bank account. You can file an Oregon LLC online yourself and scratch your head for a week afterwards, or for $100 we give you everything you need to show anyone you’ll do business with.
We believe in this so much that we were the first website to hand out free LLC forms. Free operating agreements, free resolutions, and everything your Oregon LLC will need. But unlike the hosers that have copied us by putting free garbage online, we spent years refining and making our free legal forms better and better. Over 1 million LLCs have used our free LLC forms to help you form and maintain your LLC:
Get an Oregon LLC EIN
You will need a federal tax ID if you want to hire employees or be taxed as an S corporation with the IRS. Just about every bank will require you to have a FEIN number for your new Oregon LLC. They are free and easy to get online or you can hire Northwest Registered Agent to get you an EIN for an Oregon LLC. Generally speaking, it is best to get an IRS EIN even if you don’t think you need it right now. If you run into a situation where a vendor asks for it, then you have it. An Oregon LLC EIN number will help establish credit with many of the vendors you’ll do business with and give you the option to not provide them your personal social security number.
Open a Bank Account for Your Oregon LLC
To open a bank account for your Oregon LLC, you will need to bring the following with you to the bank:
- A copy of the Oregon LLC Articles of Organization
- The LLC operating agreement
- The Oregon LLC’s EIN
If there are multiple members in the LLC, you may also want to bring an LLC resolution to open a bank account that states that the person going to the bank is authorized by the members to open the account in the name of the LLC.
We recommend calling your bank ahead of time before going in and asking what their requirements are. Most banks don’t open business accounts nearly as frequently as personal accounts, so some bankers may be unfamiliar with their own bank’s requirements. As frustrating as that may be for you, calling ahead will help save you from being super annoyed when you walk into the bank.
Note for Non-US Residents:
One of the most frustrating parts of starting a business in the US from abroad is opening a business bank account in the US. We don’t currently know of a way for clients living abroad to open a bank account without physically coming to the US state where you’ve formed an LLC. If you start an LLC in Oregon, you will need to fly to Oregon and open up a bank account here. On the upside, Portland is a fun city and has a nice international airport.
Why is opening a bank account for my LLC important?
If your LLC is anything more than a holding company, opening a bank account in its name is one of the most important things you can do. To maintain all the benefits of your Oregon LLC limited liability asset protections, you need to keep a strict separation of business assets and personal assets. Co-mingling funds is one of the fastest ways to lose liability and asset protections. That’s why we highly recommend you open a bank account for your Oregon LLC.
Obtain a Business ID Number (BIN)
Does An Oregon LLC Need A Business License?
There is no state level generic Oregon Business License. There are a LOT of options for professional and occupational services you may provide that will require you to obtain a specific business license with that Oregon Agency to comply with their specific rules to offer those services in Oregon. There’s actually over 1000 different occupational licenses in Oregon. You can do an Oregon LLC License Search here to see if your services you’ll offer might require an Oregon Business License.
What Is An Oregon Business Identification Number?
An Oregon BIN or Business Identification Number is the number the Oregon Department of Revenue gives you when you register with the Department of Revenue for taxes or to hire employees. You can get it through the Oregon Central Business Registry here. The Oregon LLC BIN number is different than your Oregon LLC Corporation Division Registry number your LLC gets after you create it. Both of these numbers will carry throughout all your transactions with Oregon Government Agencies, You’ll use them if you want need a business license or when communicating with the Department of Revenue as well as all things employee related.
How to get an Oregon BIN with the Central Registry System
How to look up your Oregon LLC Corporate Registry Number
Do I Need An Oregon BIN For My LLC?
You only need an Oregon Business Identification Number for an LLC if you will elect to be taxed as an S Corporation (Which most Oregon LLCs do) or you are going to hire employees.
File the LLC Annual Report
What Is An Oregon LLC Annual Report Or Oregon LLC Annual Renewal?
The Oregon Corporation Division charges $100 a year and forces you to file an informational document where you regurgitate what you already gave them like who the Oregon registered agent is, who the members and managers are, and what your current address is. It’s a nice way to update your information with the state, but it’s main purpose is to generate a lot of revenue for the state and make sure you are still around to respond and represent the Oregon LLC in question. You can file online and takes about 5 minutes or hire Northwest to do it for you each year.
How Much Does An LLC In Oregon Cost Each Year?
An Oregon LLC will cost $100 every year to keep in good standing with the Oregon Division of Corporations. The Oregon annual report is due on the anniversary day of when you initially filed your LLC and costs $100.
Pay the LLC Taxes
What Are The Oregon LLC Taxes?
The Oregon personal net income tax rates are:
5%: $0 to $3,350
7%: $3,350 to $8,450
9%: $8,450 to $125,000
In addition to the state net income tax rates, there are also a lot of local income taxes with an average rate of .36% that are added on top of your personal state level rate when filing your annual personal income tax return in the spring. Oregon has one of the highest personal and corporate tax rates in America but, there is no sales tax in Oregon, so if you need to purchase a lot of equipment to start your Oregon LLC you can save a lot of money on sales tax and have lots of write offs to lower your net income tax rate. Oregon LLCs have to pay Oregon taxes.
Oregon taxes LLC income similar to the IRS. It accepts the S Corp election you will probably make federally with the IRS, and you are taxed on the net income of the business. So at the end of the year you pay the percentage based on where your bottom line profit number is, not on your gross income you collected.