How To Start An LLC In Oregon
To start an LLC in Oregon you must file Articles of Organization with the Oregon Corporations Division, pay a $100 filing fee, get a BIN number with the Oregon Department of Revenue for free, and get an EIN number from the IRS for free. The complete steps to forming an Oregon LLC are as follows:
- File a document called Oregon LLC Articles of Organization
Pay the Oregon Corporation Division $100
Wait 1 day and you’ll get filed articles back showing your LLC is formed
Get a Federal EIN Number for the LLC
Create an Oregon LLC Operating Agreement
Take these documents to the bank and get an Oregon LLC bank account
Register with the Oregon Department of Revenue
How to File Oregon LLC Articles of Organization
To form an Oregon LLC, you file the LLC Articles of Organization in the following steps:
Choose a name for your new LLC
Choose how long you’d like it to exist
Decide what address you’d like to list publicly
Choose member managed or managed managed
Decide who you will list publicly as the members and managers
Decide if you want to hire a registered agent service to minimize the public disclosures
File online and pay $100 with credit card (fastest) or mail into the Corporations Division at 255 Capitol St NE STE 151 Salem OR 97310-1327 with a check for $100
HOW LONG DOES IT TAKE TO START AN OREGON LLC?
Fastest and Simplest 1-2 days: File online yourself. Your Oregon online LLC filing will be approved within 1-2 days and you’ll get an email when it’s done.
Almost Fastest and some might say better 1-2 days: Hire an Oregon registered agent, fill out a questionnaire and sit back and let our Corporate Guides file everything correctly the first time.
Not Too Shabby 2-5 days: Print out the Oregon LLC PDF articles of organization, write a check and mail the filing in. You’ll get a stamped copy back in the mail within 2-5 days.
Archaic 2 days: Hire an Oregon private service company like us in Salem and we’ll walk your filing in and pick it back up later in the day, or drive yourself downtown, find parking, navigate the state building, and hand in the paperwork over the counter, come back later in the day or the next and pick up your filing, or pay exorbitant courier fees and overnight the delivery. A little silver lining to this option is you get to see a golden lumberjack with an axe, known as the Oregon Pioneer, or the Gold Man, or as we like to call him: The original lumbersexual hipster lumberjack.
WHAT IS THE COST OF 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.
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. You have what’s called an: Oregon annual report and it’s due on the anniversary day of when you initially filed your LLC. The Oregon LLC renewal filing fee is $100.
What is an Oregon LLC Annual Report or Oregon LLC Annual Renewal?
The Oregon Corporations 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.
What are the Oregon LLC taxes?
The Oregon personal net income tax rates are:
5%: $0 to $3,050
7%: $3,050 to $7,600
9%: $7,600 to $125,000
10.8%: $125,000 to $250,000
11%: $250,000 +
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.
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 Corporations 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.
IS AN OREGON LLC REGISTERED AGENT REQUIRED?
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.
DO I NEED A TAX ID NUMBER (EIN) FOR AN OREGON LLC?
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.
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.
OREGON LLC VERSUS OREGON CORPORATION:
An Oregon LLC costs $100 to form and $100 each year to maintain. An Oregon Corporation costs $100 to form and $100 to maintain. So no real cost difference. Taxes wise, there is no difference in your tax costs either. You can make an Oregon LLC be taxed as a disregarded sole proprietorship, an Oregon S Corporation, or an Oregon C Corporation, and if you have an Oregon Corporation, you can even elect to have it taxed just like a sole proprietorship. The entity choices have very little meaning or consequence to the majority of businesses in Oregon. If you have to ask the question, the odds are it’s not relevant to you and you should just go with an Oregon LLC. An Oregon LLC is easier to understand the internal workings of and the legal technicalities of the formation and private documents as well as how an Oregon LLC functions many years after the formation. Here’s all the technical stats on an Oregon Corporation.
WHAT IS AN OREGON BENEFIT LLC?
An Oregon Benefit LLC election allows your LLC to not hold members and managers personally liable for making decisions based on social and community goals versus solely making decisions based on profit. An Oregon Benefit LLC is not an Oregon Low Profit LLC or an Oregon L3C.
Technically, members and managers of an LLC have a fiduciary responsibility to each other to maximize profits, limit liability, and always have the best interests of owners and profits in mind with all interactions of the LLC. What’s cool about a benefit LLC is you could establish that your goals are profit, but only after a social cause. Why not just form a nonprofit you say? Well, nonprofits are a disaster to start and maintain. You need at least 3 people and it’s very hard to do it well, plus there’s many technical guidelines that are hard to follow. By simply having a low profit LLC directive and formalizing it with the Oregon Benefit LLC election, you could determine that your goals are to always give back a percentage of your profits to charity, to always spend a certain amount of money on food giveaways, or to always pay for employees dogs problems, and then focus on profit. Let’s say you weren’t a benefit LLC and one member decided to give away a new car to a family in need. The other member could sue their partner for not doing the most fiduciary responsible thing for the company, and the member whom gave away the car would lose! Even though both members might have a big heart for folks that need a car in the winter. The benefit LLC forces you to take the time to document what your social and community goals are and allow the LLC to make financial commitments that don’t have profit as the number 1 goal. Forming an Oregon Benefit LLC is simple. You simple elect it on the Articles of Organization. Technically maintaining it isn’t. But this is completely self regulated and none of the internal ongoing Benefit LLC paperwork is given to any government agency and you could simply document some basic rules your membership agrees to. More paperwork is better, but the Benefit LLC was created to allow people who don’t want to deal with so many formalities or have as much money to waste with lawyers to scratch and cobble together a LLC with more social causes in mind.
DOES AN OREGON LLC NEED AN OPERATING AGREEMENT?
Yes! Well, technically no. Who cares if you’re a single member LLC. It’s just you. But 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. 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. 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:
WHAT IS THE OREGON LLC STATUTE?
OREGON LLC ARTICLES OF ORGANIZATION REQUIREMENTS:
- Company Name: Must have LLC, Limited Liability Company, or a variation in the name. Tip: Most people do LLC.
- Duration: You can choose forever or have your LLC shut down automatically at a specific date. Tip: Most people choose Perpetual.
- Principle Office: 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 principle address.
- Registered Agent: 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?
- Registered Office: 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.
- Mailing Address: 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.
- LLC Management: 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.
- Professional Services: 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.
- Oregon LLC Organizer: This is just the person filing the LLC and has no real significance. Tip: If you don’t want your personal name listed you can hire us to form the Oregon LLC and we will be the Organizer.
- Oregon LLC Members: 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.
- Oregon LLC Managers: 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
- Individual With Direct Knowledge Requirement: 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.
- Oregon LLC Organizer: 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.
- Contact Name and Phone number: 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.