How to Form an LLC in Oregon


You’ve probably heard of corporations and limited liability partnerships, but what about LLCs? Limited Liability Companies (LLCs) are a popular choice for businesses because they offer the same protection as corporations but with fewer requirements and regulatory obligations. To form an LLC in Oregon, you’ll need to file Certificate of Organization (Form 23-101), publish a notice in the newspaper (either The Oregonian or a local weekly), get an Employer Identification Number (EIN), appoint a registered agent, create an operating agreement, and more. This article will walk you through every step of forming your own company so that you can be on your way to owning your own business!

Choose a business name

When you form your LLC, you must choose a business name. Your choice of name will be listed on all official documents, such as tax returns, licenses, and permits. It’s important to choose a name that:

  • Is not confusingly similar to another existing business name in Oregon or another state
  • Doesn’t include words like “incorporated” or “corporation” (Oregon doesn’t allow the use of these terms)
  • Doesn’t include any abbreviations for “limited liability company,” such as LLC or L.L.C., which could lead people to think they’re dealing with an actual corporation when they’re actually dealing with an LLC (Oregon doesn’t allow the use of these abbreviations either)
  • Doesn’t include foreign words

File your Articles of Organization with the OR SOS

The first step in forming an LLC is to file the Articles of Organization (Form LLC-1), which is available on the OR SOS website. You can also find instructions for filing this form on the same page as well, but note that you must be over 18 years old and a resident or citizen of Oregon to do so. The form takes only five minutes to complete.

Once you’ve completed your LLC-1 form, it’s ready for submission! There are two ways you can file it:

  • In person at an OR SOS office, or
  • By mail at:

Oregon Secretary of State Business Services Division

PO Box 14700

Salem, OR 97309-0700

Publish a newspaper notice

Oregon law requires that you publish a notice in a newspaper. You must publish the notice in a newspaper of general circulation in the county where your business will be located. This means that if you are creating an LLC in Portland, Oregon, then you should publish your notice in The Oregonian or The Portland Tribune.

You must also make sure that this publication is at least once but not more than 15 days before filing your Articles of Organization with the Secretary of State’s office.

Appoint a registered agent

A registered agent is a person or company that has been designated to accept legal papers on behalf of the LLC. It’s important to have a registered agent because if you don’t, the Secretary of State will send these papers back to you (unless you appoint someone else).

A good way to think about this is that an LLC needs someone to take responsibility for its actions. This person may also be called a resident agent, resident representative, statutory agent or statutory representative. Your choice of registered agent can be anyone who lives in Oregon: your spouse, friend or even your dog!

You can appoint any Oregon-based individual as registered agent by filing Form 25 with the Oregon Secretary of State when you form your LLC. If you wish to appoint an out-of-state firm as your registered agent instead (or if you prefer using multiple agents), file Form 50 instead.

Get an EIN

An Employer Identification Number (EIN) is a unique nine-digit identification number issued by the IRS to certain entities that are required to have one. Here’s how you get an EIN:

  • Go to and click on “Employer ID Numbers.”
  • Scroll down, click on “Get an EIN Online” and follow the instructions from there. You’ll need your business information in order to register for your EIN, so don’t forget anything! You can find all of this info by filing form 2553 with your state or province’s Secretary of State office; it will be listed as the name of your company, along with other basic information about its structure and location (among other things). Once you’ve received it back from that office, make sure everything matches up before submitting this form with all its relevant attachments (like proof of residency/business address) directly through

Create an LLC operating agreement.

An operating agreement is a legal document that sets out how your business will be operated. It helps protect the interests of all parties involved and covers issues like how profits and losses should be divided among members, buyout provisions, and more.

In general, an LLC operating agreement should include:

  • A description of the company’s purpose or mission statement (e.g., “to provide consulting services to small businesses.”). This gives meaning to what you do as a business owner; it also shows potential clients why they should hire your firm instead of another one with similar offerings.
  • The rights, responsibilities, liabilities and compensation for each member (meaning anyone who owns an interest in the LLC). These details can vary depending on whether someone owns just one share or multiple shares plus management duties. You’ll want to discuss these issues with your lawyer before drafting them into your operating agreement so that he or she can help guide those decisions based on applicable state law as well as any local county laws that might apply to businesses like yours (for example: franchise agreements).
  • How profits will be split amongst members if they happen while they’re still alive—this may include special provisions for widows/widowers who inherit their spouse’s interest when something happens unexpectedly early on; this could also cover children who inherit because their parents pass away before retirement age occurs (typically around 65 years old).

File Form 3522 with the OR Department of Revenue and pay the $50 fee (as of October 1, 2019)

To finalize the formation of your LLC, you will need to file Form 3522 with the OR Department of Revenue and pay the $50 fee (as of October 1, 2019).

The form is a two-page document that can be downloaded from their website. You must file Form 3522 within 90 days of your LLC’s formation in order for it to be valid.

Everybody should form an LLC!

  • You don’t have to be a business owner to form an LLC.
  • LLCs are easy to form. If you’re even the slightest bit DIY-inclined, you can easily go through the process of setting one up yourself, with just your local county clerk’s office and a few other places needing attention (more on that below).
  • LLCs are flexible. Most states allow members (the owners) of an LLC to keep their ownership interest private—only allowing them to be revealed with court order or during some other legal proceeding, like lawsuits or tax audits. This means you don’t have to reveal how many shares of your company each person owns if they’d rather keep it confidential. It also means they can transfer their shares at any time without having their name attached permanently as “owner 1.”
  • They’re inexpensive: The cost for filing all the documents needed will vary depending on where in Oregon you decide to establish your business, but generally speaking it costs between $200 and $400 per year for an Oregon-based LLC that has fewer than 25 members (owners). And because there aren’t usually many additional expenses after initial setup costs (like taxes), forming an LLC often ends up being cheaper than incorporating either federally or locally as a C corporation (which would require paying both federal income taxes and state corporate taxes).


And that’s it! Once you have a registered agent and an EIN, you can start filing your taxes and getting your LLC business going. When filing form 3522 with the OR Department of Revenue, remember to include the $50 fee along with your other documents. You can also use our free online service to make sure everything is correct before sending them in!

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