How to Register a Business in Oregon

by Jennifer Kiesewetter in

TLDR

  • Oregon is home to just over 387,000 startups, making up 99.4 percent of all Oregon’s companies.
  • When you’re ready to register your startup, like other states, Oregon requires you to choose a unique business name, meaning no other Oregon registered businesses have a name similar to your chosen one.
  • For new entities, the State of Oregon provides sample forms for your use or review.
  • Depending upon your chosen entity for your startup, you will have filing fees due when registering your business. For example, if you register as an LLC, corporation, or a limited partnership, you’ll pay a $100 fee. If you want to do business in Oregon, but your startup was registered in another state, your fee will be increased to $275.
  • If you are a women- or minority-owned company, it’s a good idea to obtain the appropriate certification highlighting your ownership. As of 2020, Oregon reports that it has 42,869 minorities who are self-employed, which includes founding startups and owning small businesses.

Oregon is known for lighthouses, tide pools, and postcard sunsets, but it's also home to just over 387,000 small businesses, making up 99.4 percent of all Oregon’s companies. The top industries for small businesses in Oregon include professional, scientific, and technical services; arts, entertainment, and recreation; agriculture, forestry, and fishing and hunting, and real estate, rental and leasing.

Of course, Oregon is also home to some of the country’s largest companies, including Nike, Columbia Sportwear, and Lithia Motors. Oregon has much to offer startups and founders -- from a strong economy for an outdoor enthusiast’s paradise.

If you are considering registering your startup in Oregon, this article will walk what you need to know.

How to Register a Business Name in Oregon

Oregon, as in other states, requires you to choose a unique business name, meaning that no other Oregon registered businesses have a name similar to your chosen one. To confirm if your startup’s name is distinguishable from any other registered Oregon businesses, you can use the business name availability check database.

When comparing your startup’s chosen name to others in the database, the name availability check “looks at the main words in the name you want to check and compares them to active businesses on file.” The database also looks at words that may be confusing, even if available. For example, suppose words sound alike but are spelled differently. In that case, the name availability check will notify you, helping you to “avoid confusing future customers with a business name that sounds like someone else’s.”

If the database confirms that your startup's chosen name isn't already in use, then it's yours. However, remember, the final determination on your startup’s name is made upon registration. If you’re not quite ready to register your startup but want to preserve your new business’s name, you can reserve your name for up to 120 days for $100.

If you are an out-of-state startup wanting to do business in Oregon, you must register its name for a filing fee of $275 for all out-of-state, for-profit entities.

How to Register a Business in Oregon

When you register your startup in Oregon, you'll need to satisfy several compliance requirements, Before registering your startup, it’s a good idea to do some research on the market and potential competitors as well as create a business plan for moving forward. The state of Oregon has various resources to help you when starting a business and creating a business plan.

In drafting your business plan, you’ll want to consider marketing, advertising, sales, location, and ownership, to name a few categories. To help guide you, you can check with the U.S. Small Business Administration or the state of Oregon, both of which provide additional guidance for determining the feasibility of starting your business as well as how to create a business plan.

Once you’ve identified some of the basics about your business’ operation, it is then time to register your startup. Below, we'll address how to register your business step by step.

Determine Your Business’ Entity Structure

In addition to creating a business plan and choosing your startup's name, you must also determine its legal entity structure. For example, in Oregon, you may choose to register as a:

  • Corporation
  • Limited Liability Company (LLC)
  • General Partnership (GP)
  • Limited Partnership (LP)
  • Limited Liability Partnership (LLP)
  • Nonprofit
  • Sole Proprietorship

Your chosen business entity determines the next steps in registering your startup. To learn more about the state’s permissible entity types, please visit Oregon’s Business Xpress website, which provides a chart comparing each entity type as to governing documents, ownership, management, and taxation.

Identify Your Registered Agent

Next, you need to identify and obtain a registered agent who is designated to receive court and other vital documents on your behalf. In Oregon, like in other states, a registered agent is:

  • “An individual who resides in this state and whose business office is identical to the registered office or
  • A registered domestic or foreign business entity such as a corporation, limited liability company, professional corporation or nonprofit corporation authorized to transact business in this state whose business office is identical to the registered office.”

The registered office must be a physical street address, not a post office box, with regular business hours.  

Submit Your Formation Forms

Finally, after you complete the above steps, it's time to submit your formation forms to the Oregon Secretary of State’s Corporate Division. For new entities, Oregon provides sample forms for your use or review.

For example, suppose you choose a limited liability company structure for your startup. In that case, you can use the state's official forms to complete your articles of organization with Oregon’s Secretary of State to create your startup. You may file online or through the U.S. mail. The filing fee is $100. An individual authorized to sign on behalf of the company must sign the application as the organizer.

After submitting your registration forms, you need to learn about any required state or local licenses, such as a business license. Additionally, you must understand what annual registrations and fees are required of your startup, such as annual reports for your startup, requiring a $100 fee.

How Much Does It Cost to Register a Business in Oregon?

Depending on the chosen entity for your startup, you will have filing fees due when registering your business. For example, if you register as an LLC, corporation, or a limited partnership, you’ll pay a fee of $100. If you want to do business in Oregon, but your startup was registered in another state, your fee increases to $275.

Also, depending upon your entity, you may be liable for annual excise taxes, which are a cost of doing business in Oregon. For example, if your startup is a c-corporation or an s-corporation, you’ll pay excise tax measured by your startup's net income.

To determine if you owe Oregon taxes and how much you may owe, it’s best to engage an accountant familiar with Oregon tax laws to advise you.

How to Register as a Minority-Owned Business in Oregon

Corporations and government agencies actively seek to do business with women- and minority-owned businesses. These demographics have tremendous purchasing power while more accurately representing the U.S. population. in the United States. Both governmental entities and companies realize that supporting these businesses positively impacts the economy on the whole.

If you have a women- or minority-owned startup, it’s a good idea to obtain the appropriate certification highlighting your ownership. As of 2020, Oregon reports that it has 42,869 minorities who are self-employed, which includes founding startups and owning small businesses.

Depending on your startup, you may seek certification from different state or federal agencies. For example, the Disadvantaged Business Enterprise (DBE) is “for firms seeking contracting opportunities with recipients of federal transportation-related projects. Some of the recipients in this category include the Oregon Department of Transportation (ODOT, Tri-Met and the Port of Portland.”

Additionally, small businesses, including startups, can apply for the Emerging Small Business (ESB) certification for contracting projects for those entities participating in the ESB program. And, minority- and women-owned businesses can get certifications that don’t expire and are based on the founder instead of the size of the business. To learn more about the Minority Business Enterprise (MBE) and the Women Business Enterprise (WBE) certifications in Oregon, visit the Oregon Business site.

Benefits of Registering a Business in Oregon

Here are some benefits of registering your startup in Oregon:

  • Oregon has a very business-friendly environment. In addition to the certifications mentioned above, Oregon offers tax advantages for small- and medium-sized businesses (including startups) registering in the state, known as the Oregon Investment Advantage.
  • Oregon supports favorable tax policies for businesses. In the Tax Foundation’s 2021 State Business Tax Climate Index, Oregon ranked number 15.
  • Oregon’s population continues to grow as technology-focused, creative, and manufacturing companies draw top talent within its borders.
  • Oregon's research and development spend is one of the top in the country, outspending the U.S. on average by almost 3x.
  • Oregon is a top contender as one of the best markets for startups, especially with the draw of Portland. Inc. Magazine ranked Portland as the tenth best city in the U.S. for starting a business.
  • Additionally, a significant amount of venture capital has been poured into Oregon. In 2017, the total capital venture investment in Oregon alone was $338 million, as compared to the country as a whole, which was $80.6 billion. This is a strong indicator that Oregon has a significant share of cutting-edge technologies and other business ventures.
  • Oregon boasts lower costs for both healthcare and energy than the rest of the country.

Limitations of Registering a Business in Oregon

Here are some limitations of registering your startup in Oregon:

  • Although Oregon has no sales tax, its income and property taxes are relatively high. Currently, the top individual tax income rate is 9.9 percent.
  • And it’s not just taxes. Property and real estate are expensive in Oregon and drive up the cost of living for this northwest state. Although Portland and Oregon overall are more expensive than other areas of the country, they are relatively less costly than nearby West Coast cities of Seattle, San Francisco, and San Diego.
  • Oregon also has some of the strictest environmental laws in the U.S.

We can help!

At AbstractOps, we help early-stage founders streamline and automate regulatory and legal ops, HR, and finance so you can focus on what matters most — your business. If you're looking for help registering your Oregon startup, we can get your documentation ready, overall shepherding this process to ensure it's done right. Sign up for early access to get started.

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