Oregon LLC Operating Agreement Templates

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An Oregon LLC operating agreement is a legal document that is used to provide the establishment of a company, of any size, their company policies, procedures, relationships among members (when applicable), and other vital aspects of the company.

This document is not required in Oregon in order to do business. However, all companies must seriously consider the implementation of this document, inasmuch as it provides protection for the members that are needed to avoid personal liability (that would involve possible liquidation of personal assets) in the event of legal claims against the company. The document will create a proper separation between the owner or members and the business. Implementing this form will also allow for added tax benefits that will not be available without the document.

Oregon Limited Liability Company ActChapter 63

Operating Agreement Laws – § 63.057

State Definition – § 63.001(25)

Table of Contents

By Type (2)


Multi-Member LLC Operating Agreement – This form is provided for the use of a company or business that has one (1) or more contributing, managing members.

Download: Adobe PDFMS Word (.docx)OpenDocument

 

 

 


Single-Member LLC Operating Agreement – For use by a sole proprietor, to establish various aspects of their business and to provide separation of the owner’s personal assets and finances from business financials.

Download: Adobe PDFMS Word (.docx)OpenDocument

 

 


How to Form an LLC in Oregon (5 steps)

Before commencing the LLC filing process, each applicant is encouraged to Search for their Business Name in the Secretary of State’s records to ensure the availability and uniqueness of the name. The State will reject any submission with a name that is similar or indistinguishable from that of another.

Step 1 – Choose Registered Agent

Each LLC must elect a Registered Agent; a third-party that receives service of process and government filings on the company’s behalf. The Secretary of State demands that the Registered Agent be one of the following:

  • Person with residence in Oregon
  • Qualified Domestic or Foreign business in Oregon

Step 2 – File Online/Mail

Select your LLC type and filing preference from the following options:

  • Domestic LLC – From a new company within Oregon
  • *Foreign LLC – Expand an existing company, formed outside Oregon

*To prove the validity of your Foreign business, you are asked to provide a web-verifiable registry number from the initial jurisdiction or a current Certificate of Existence.

Step 3 – Pay the Fee

A filing fee will be required upon completion of your registration documents; a Domestic LLC costs $100 and a Foreign LLC is $275. If filing online, you will be able to pay the fee with your credit card. Should you choose to file by mail, attach a check made out to the ‘Corporation Division’ and send your filings to the following address:

Secretary of State, Corporation Division, 255 Capitol St. NE, Suite 151, Salem, OR 97310-1327

Step 4 – Operating Agreement

The LLC operating agreement is a legal document that may be drafted by single and multi-member companies for the purpose of establishing policies, management structure, and various other provisions. A document of this nature is not required by law, though it is an essential organizational tool that can aid in the general operation of your LLC.

Step 5 – Employer Identification Number (EIN)

Many important transactions are unavailable to a business without the acquisition of an Employer Identification Number (EIN), such as hiring employees or opening company bank accounts. The EIN is issued by the Internal Revenue Service and it may be obtained for free on their Website or through the submission of IRS Form SS-4.

 (Video) Creating an LLC Operating Agreement In Oregon – EXPLAINED