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Oregon Corporation and Partnership Law

Choose wisely when considering incorporating in Oregon

By V.V. Beardsley, President Beardsley Consulting
To start a business in Oregon, you must understand the basics of Oregon corporation law. The structure of your Oregon corporation will be instrumental in its success. It will affect your tax treatment, filing requirements, funding potential and liability obligations.

Ownership plans will help determine how to incorporate in Oregon. A traditional corporation is useful to raise money with investors or to allow ownership to employees in the form of shares. However, Oregon corporate law requires complex, ongoing paperwork and will tax your business income on corporate and shareholder levels.

Registration under Oregon LLC laws, on the other hand, are less complicated. Taxation occurs only on one level, which may be an important benefit to your company. The structure is more simple and requires only two people to incorporate. Under Oregon partnership law, a partnership is appropriate for business ventures that have a limited time-frame or a small number of people involved. Taxation benefits are similar to an Oregon LLC, in that there is no double taxation. The drawbacks include increased exposure to liability for the actions of the partnership.

1. A domestic corporation (C-corp or S-corp).

2. A limited liability corporation (Oregon LLC).

3. A limited partnership or limited liability partnership.

 

Choose what works under Oregon corporate law

The decision on whether you set up a corporation or partnership depends on your long-term goals for the business. Ownership is easier to divide in a corporation, while partnerships are not well suited for growth or sale and do not offer stocks. Taxation is different for both types of entities. And finally, Oregon corporation registration, including Oregon partnership law, requires varying filing of paperwork and fees.
Try: FindLaw will guide you through selecting the entity structure that works for you, whether you choose a corporation or LLC in Oregon. Oregon corporation formation can be tricky, so seek the advice of an Oregon attorney with questions. You can find a list of them on the lawyers.com website.

Make your Oregon corporation formation a reality

Oregon corporate law requires filing certain forms, as well as submitting fees. The filing may include articles of incorporation, or, for an LLC in Oregon, articles of organization. Fees will vary depending on the structure. Many forms can be filed electronically through the Secretary of the State's website.
Try: Find the appropriate business entity form at Oregon Secretary of the State's Corporations Division. Confirm the fee required by checking the business registration fee page. File online, or chose a reputable online company such as LegalZoom to file for you.

Know the details of Oregon corporate law

You are expected to understand all related laws and obligations when incorporating in Oregon, so review the related laws and rules carefully.
Try: Review the Oregon revised statutes carefully to understand your obligations. Consult the Oregon Business Guide for further assistance.

 

  • Conduct an Oregon corporation search before committing to your business name. Oregon incorporation laws do not allow 2 businesses to incorporate under the same name in Oregon.
  • The Oregon government considers you to be "doing business in Oregon," and therefore requires you to register with the Secretary of the State, if you stock goods or maintain an office within the state.

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