Incorporate in oregon
Planning to start a venture in Oregon? Thats a brilliant idea. You need to work out detailed business plans, marketing strategies etc. But have you thought of incorporating your venture in Oregon? If yes, are you aware of the formalities and procedures to be followed for incorporating your venture Well, in this article, have tried to explain briefly the points to be kept in mind while going about incorporating your business in the State of Oregon.
Naming the Venture:
Selecting a name for ones business venture is the primary requirement of incorporation. The name must be unique in the sense that it should be distinguishable from any other registered business entity in Oregon. Additionally, the name of the corporation must contain one or more of the following words (either in whole or as abbreviation) a) Incorporated b) Corporation c) Company d) Limited Articles of Incorporation:
The Articles of Incorporation must be filed with the Oregon Secretary of State. Articles of Incorporation is a basic document related to the corporation that broadly defines its scope of activities, the owners/stakeholders, their liabilities, inclusions and exclusions etc. The Oregon Business Corporation Act (Chapter 60 of the Oregon Statutes) requires the Articles of Association must contain the following information :
I. Incorporators:
a. Minimum Number of Incorporators One or more. b. Eligibility Requirements Any adult individual above the age of 18 years
II. Corporate Purpose:
a. Oregon allows a corporation to be formed for any lawful business activity.
III. Director Information:
a. Minimum Number of Directors One or more. b. Eligibility Requirements None. c. Listing Requirements Initial directors are not required to be listed in the articles.
IV. Other Required Information in the Articles:
a. The authorised equity capital of the corporation b. The name and address of the corporation's initial registered office and registered agent c. A mailing address to which notices may be mailed until an address has been designated by the corporation in its annual report.
Officer Information:
The board of directors must elect officers, and there must be at least a President and a Secretary. These officers may in turn appoint other officers in consultation with the board of directors. At least one officer has the responsibility of preparing minutes of the directors and shareholders meetings and for authenticating records for the corporation. Any officer may hold more than one office in the corporation.
Registered agent:
Every Oregon Corporation must have a registered agent in Oregon. A registered agent is the person designated to receive official state correspondence and notice in case the corporation is "served" with a lawsuit. The registered agent must have a business office identical to the registered office of the Corporation and must be either an individual residing in the state of Oregon, or a corporation with authority to transact business in the state.
Registered office:
A Corporation registered in the State of Oregon must maintain its registered office in the state.
Professional Corporations:
Under Oregon law, a professional corporation is formed in order to render services within one specific profession, subject to certain state exceptions. Professional corporations generally may not provide any other non-ancillary services and must comply with particular conventions in its choice of corporate name.
Annual Report:
A report must be filed with the Oregon Secretary of State each year on the anniversary of its incorporation date. This report must indicate: a) The corporations name and its state or country of incorporation ; b) The street address of its registered office and the name of its registered agent at that office; c) The address of its principal executive office, if different; d) The names and addresses of the president and secretary of the corporation; e) The category of the classification code established by rule of the Secretary of State most closely designating the primary business activity of the corporation; f) The federal employer identification number of the corporation; and g) Additional identifying information that the Secretary of State may require by rule.
Other Reports:
The corporation must provide to its shareholders a report of any indemnifications or expenses advanced to a director in connection with a proceeding by or for the benefit of the corporation, with or before notice of the next shareholders meeting.
Income Tax Rate: For information on the Oregon state income tax rate, visit:dor.state.or.us
The above information is just a broad guideline on how to incorporate in the State of Oregon. The objective of this article is just to give the reader a broad overview of the legal requirements of the State of Oregon without getting into the minute details. It is advisable that anybody who wishes to incorporate in Oregon should consult a professional having expertise in filing for incorporations.
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