The tutorials found within this webpage have been created to assist prospective business owners through the filing process with the Secretary of State. We will take you through each step in great detail to provide you with the fastest and easiest means of getting your entity up and running. An online filing system is available for the registration of profit and non-profit corporations, though filers must first create an account with the State in order to be eligible to access this function. A tutorial has been provided to guide you through that process and can be accessed here. Filing though the mail is also an option and can accomplished by downloading the Articles of Incorporation and forwarding it to the Secretary of State. Each method of application requires a specific filing fee in order for your entity’s registration to be accepted. Profit, professional service, and cooperative corporations must supply $100, while non-profits need only pay $50.

Before beginning the filing process, we recommend that all prospective business owners perform a Business Entity Search to check the availability of their desired operating name. Without a unique name for your corporation, your registration documents are liable to be rejected. Furthermore, you may reserve a name prior to registration by filing an application for Name Reservation. This filing will allow you to hold onto an entity name for 120 days before officially registering your corporation.

How to File a Profit Corporation (Online)

Step 1- The first step in the registration process is to navigate to this website. Click the Log In Here link and submit your user name and password. If you have not created an online account yet, click here to view our tutorial on obtaining one.

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Step 2- The following page will provide you with a few options to choose from. Select Start at the top of the page to move forward.

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Step 3- Select the Register Name option on the following page .

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Step 4- Here you can choose the type of business you would like to start. Select the Domestic Business Corporation option from the drop-down menu.

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Step 5- With your entity type chosen, you must now submit a business name into the first entry field. In the Activity Description, supply a brief summary of the general practices your business will be performing and enter a business email address in duplicate.

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Step 6- Proceed by supplying a mailing address and phone number into the fields provided. Next, click the Registered Agent tab.

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Step 7- You may enter the registered agent information by supplying the details of an individual, or an agent already on record. Below you will see options for both. If you are supplying an individual as your registered agent, begin by entering his/her name, followed by an address. With an agent already on record, enter the registry number into the first entry field, followed by the address. Continue by clicking the Incorporators tab just underneath the registered agent section.

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Step 8-Next, click the Add Incorporator link. The three methods of adding incorporators are as follows: by individual, entity currently registered in Oregon, or entity not registered in Oregon. The three options are shown below. Depending on which method you choose, you will need to supply either an individual’s name, registry number, or business name, followed by an address. When you are finished, click Save.

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Step 9- Click the Shares tab and specify the number of shares the corporation will have authority to issue.

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Step 10- Select the Optional Provisions link to supply additional statements that you wish to make.  When you are ready to move forward, click Continue.

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Step 11- The following page will provide you with a summary of all the details you have submitted so far. If everything has been entered correctly and you are ready to proceed, click Continue.

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Step 12- Click Yes to agree that you have verified your application and that additional charges may be applied.

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Step 13- A signature may by entered by inputting your title and name into the corresponding entry fields. Check the box just beside Sign, followed by clicking Submit.

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Step 14- The following page will specify the registration fee you will be required to pay. Click OK to continue.

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Step 15- To finalize your registration a filing fee must be made. First, enter your customer information into the entry fields, then supply your credit card information. Click Next and the registration process is complete.

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How to File a Profit or Professional Service Corporation (Mail)

Step 1- Filing through the mail can be accomplished by sending the Articles of Incorporation to the Secretary of State. Begin by downloading the application located here.

Step 2- With the application downloaded, the following information must now be submitted:

  • Type of corporation
  • Name of corporation
  • Registered agent
  • Registered agent’s address
  • Address to receive statements
  • Number of shares
  • Services being rendered (professional service only)
  • Optional provisions
  • Signature, printed name, and title of each person involved
  • Contact name
  • Phone number

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Step 3- Upon completion of this document, a filing fee must be attached in the amount of $100 (payable by check made out to the Corporation Division). Gather all articles and forward them to the address below.

Secretary of State

Corporation Division

 255 Capitol St. NE, Suite 151

 Salem, OR 97310-1327 

How to File a Non-Profit (Online)

Step 1- To file a non-profit corporation online, first navigate to this website and supply your login information. If you have yet to create an account with the Secretary of State, click the link here to view our tutorial on obtaining one.

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Step 2- Select the first tab titled Start from the list of options.

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Step 3- Click on the Register Name link.

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Step 4- The following page will ask you to specify the type of entity you would like to create. Select one of the options from the drop-down menu.

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Step 5- A number of details must be submitted in the Business Overview section. The required information is as follows:

  • Business name
  • Activity description
  • Business email
  • Re-enter the business email
  • Mailing address (Country, zip, address, city, state)
  • Daytime contact information (name, phone number)

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Step 6- Click on the Registered Agent tab to view a series of entry fields where the registered agent details must be submitted. You may supply either an individual or a pre-existing entity as your registered agent. Both options are displayed below. Individual agent details require a name and a pre-existing entity requires a registry number. Each must then supply a physical address. Once completed, click the Incorporators tab.

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Step 7- There are three methods to add an incorporator; by an individual entity registered in Oregon, or by an entity not registered in Oregon. Either a name, registry number, or business name must be supplied depending on what method was chosen. You must also supply a physical address.

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Step 8- Click the Nonprofit Type and Member tab to specify whether your corporation is a public benefit, mutual benefit, or a religious entity.

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Step 9- In the Distribution of Assets Upon Dissolution section, answer yes or no to whether or not your corporation plans to submit a separate filing to the IRS.

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Step 10-  Next, answer a statement as to whether or not you would like to adopt the IRS recommended language for distribution upon dissolution .

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Step 11- Click the Optional Provisions tab if you wish to add additional provisions. Click Continue to proceed.

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Step 12- The following page will provide you with a brief summary of all the information you have submitted so far. If everything is in order and you are ready to move forward, click Continue.

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Step 13- Choose Yes to agree to a statement saying that you have verified your application and that additional charges may be applied.

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Step 14- Submit your title and name into the entry fields, followed by clicking the Sign box. To move onto the payment segment of the registration process, click Submit.

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Step 15- The following page displays the fee you will be required to pay.

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Step 16- Submit your contact and credit card information to pay for your filing fee thus completing the registration process for your non-profit corporation.

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How to File a Non-Profit (Mail)

Step 1- The process to file a non-profit corporation through the mail begins be downloading the Articles of Incorporation application.

Step 2- Submit the required information shown below.

  • Name of corporation
  • Registered agent
  • Registered agent’s address
  • Address to receive statements
  • Type of corporation
  • Distribution of assets upon dissolution
  • Optional provisions
  • Indemnification (if applicable)
  • Name and address of incorporator(s)
  • Provide a signature, printed name, and title of each incorporator
  • Contact name
  • Phone number
  • Upon dissolution, name who the assets shall be distributed (page 2)

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Step 3- Along with the completion of this document, a $50 filing fee must be included in the form of a check made out to the Corporation Division. Gather all articles and forward them to the address below.

Secretary of State

Corporation Division

 255 Capitol St. NE, Suite 151

 Salem, OR 97310-1327 

How to File a Cooperative Corporation (Mail)

Step 1- Begin by downloading the Articles of Incorporation provided by the Secretary of State.

Step 2- Submit the following information:

  • Name of corporation
  • Registered agent
  • Registered agent’s address
  • Mailing address to receive statements
  • Number of initial directors
  • Purpose of formation
  • Capital stock information
  • Membership stock information
  • Distribution of assets upon dissolution
  • Option provisions
  • Name and address of each incorporator
  • Signature and printed name of incorporators
  • Contact name
  • Phone number

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Step 3- Once you’ve completed the application, attach to it a check for the amount of $100 made out to the Corporation Division. Send the application and the filing fee to the address below.

Secretary of State

Corporation Division

 255 Capitol St. NE, Suite 151

 Salem, OR 97310-1327 

Tips

EIN – Once your filing has been accepted by the Secretary of State, you will need to obtain an Employer Identification Number in order to conduct business legally in the country. This number is similar to a social security number as it is provided by the IRS to identify employers for tax reporting purposes. Without an EIN, your corporation will not be allowed to perform a number of business transactions. If you would like to hire employees, register for bank accounts, or apply for loans, an EIN will be required. To find out more about how to obtain an Employer Identification Number, click the link at the heading of this paragraph. You may also apply directly Online, or through the mail with the PDF Form SS-4.

Corporate Bylaw – Many entities struggle with certain organizational aspects of their internal affairs, such as bookkeeping, regular meetings of the managing members, voting of directors/officers and the like. Many corporations draft a set of corporate bylaws to standardize these details and have them agreed upon by the individuals involved in managing the entity. Thought not legally required by the State, implementing a set of corporate bylaws into your business structure could prove to be a beneficial means of organizing the general day-to-day operations of your business. To review the template we have provided (available in both MS Word and PDF formats) and to find out more about how your business may profit from it, click on the link found at the heading of this paragraph.

Renewal – Upon completion of the registration process or your entity, it is wise to note that unfortunately this is not the last measure that must be taken in order for your business to continue operating. All businesses, regardless of entity type, will be required to submit an annual report to the Secretary of State in order to remain in good standing. All businesses will receive a notice approximately 45 days prior to the due date, allowing them ample time to pay the fees and update their information. To complete your renewal, a filing fee will be required ($100 for profit, $50 for non-profit). To renew, click the link at the heading of this paragraph to access the online filing system. Renewal by mail can only be accomplished by contacting the Secretary of State and stating your request for a renewal application (503-986-2200).