When you start a new business in Oregon, your first step is to decide how you want to structure it.
Once that’s decided, the next step is usually registering with your state for tax purposes and forming an entity (like a limited liability company (LLC) or corporation) if desired.
Reserving the name of your new company is also important so others can’t use it.
This article will cover both of these steps in detail, plus other information like obtaining an Oregon business identification number and starting your own trademark. Let’s get started!
How to Register a Business Name in Oregon
Step 1: Choose a Business Structure
Choosing how to structure your business is one of the first steps in starting a business.
For most small businesses, you’ll likely choose between forming an LLC or a corporation.
- A sole proprietorship is simply a one-person business, and it’s considered the easiest and least expensive option.
- If you plan to be the only person working for your company, this may be an easy choice.
- Sole proprietorships can also offer more privacy than other business structures, but they also have their downsides. For example, all of your personal assets are at risk if something goes wrong with the company, and you’re personally liable for any debt or legal liability that isn’t paid by insurance.
- A partnership is when two or more people share ownership in a state-registered business entity that operates under a name different from its owners.
- Partnerships are pretty straightforward – each partner contributes to the business, shares profits/losses, and takes on responsibility for certain liabilities.
- An LLC is a more flexible version of a partnership or sole proprietorship because it offers characteristics of both whiles also limiting some liability.
- With an LLC, you choose how many members there will be (and they’re often from different states), whether you’ll have one person manage the day-to-day operations or multiple people involved in management, and if your members are active in the company or not.
- If something goes wrong with the business, only the assets of that specific member may be at risk. As a result of being popular lately, LLCs would be a good choice if someone is looking to trademark a name since all trademarks require an actual entity to be doing business, and a traditional corporation would require at least one member who lives in the state.
- A corporation is a company that has been formed under state law with a legal existence from its creation separate from its owners, directors, or employees.
- Corporations are considered more complex to create and maintain than other forms of business entities because corporations have many filing requirements for annual reports and tax returns, as well as stricter rules on how they can be run (in an effort to protect stockholders).
- They offer more protection against personal liability than any other form of business structure, too.
Step 2: Check Name Availability
The next step is to check for name availability. You’ll have to search the database of either the Oregon Secretary of State or your county clerk.
Every county in Oregon has a legal entity search page where you can submit a business/corporation name and get back any names already reserved by other businesses in that county.
These records are updated every day so the information is current. If neither of these options works for you, then your best option is to hire an attorney and pay them $150-250 (or more!) to do all this legwork for you; alternatively, if you’re filing on behalf of a corporation that was formed outside of Oregon, you can register with the Secretary of State online.
Domain Name Search:
It would be a good idea to search for your business name as a domain name before you register it – if the domain is available, you’ll need to make sure your fictitious or assumed business name is as well.
In Oregon, there are no rules against registering the same business as a dba and as a trade/corporate name.
Oregon Business Name Search:
You have to register your fictitious business name with the Secretary of State’s office before you can use it on a website or in print, so this is a good time to find out if it’s already taken.
Step 3: Form Your Business With the State of Oregon
In order to do business, you’ll need to form a legal entity with the state of Oregon.
The Secretary of State’s office offers a step-by-step guide to forming a Corporation or an LLC online.
1) If it looks too complicated, there are fee-based “Business Express” services offered by the Secretary of State that handle most major transactions for you (that would be worth considering).
2) The registration process is straightforward – just follow the steps listed on each website.
3) This only cost $75 and took about five minutes from start to finish.
4) You also have the option to register using paper forms, which is helpful for non-internet users and if you need to form business entities in multiple states.
Protect Your Business Name With a Trademark (Optional)
Under Oregon law, you have to establish that your business name is being used in the state before using it on a website or in print.
This can be done in several ways, but filing for a trademark with the Secretary of State’s office is probably one of the easiest ways.
How to Change the Name of an Oregon Business?
To change the name of your registered business, you’ll need to file an Assumed/Fictitious Business Name Statement with the county clerk in every county where your company does business.
To learn more about changing your business name, check out this article on Oregon’s Secretary of State’s website.
Once that’s done, all you’ll need to do is file articles of amendment with the Secretary of State’s office to make it official.
How much does it cost to start a business in Oregon?
The cost to form an LLC in Oregon is much lower than in other states – you’ll pay $50 with the Secretary of State (or your county clerk) and another $100 or so for a registered agent service if you don’t want to handle this yourself.
Note: If you hire someone to do all the “dirty work” for you, then it could be closer to $300-400.
Oregon’s Secretary of State offers more information about registering organizations online at their website along with links to county websites.
What is an Oregon business identification number?
Some states require you to file for a business identification number (BIN), which is something like a tax ID.
Oregon does not have this requirement, but you’ll need a Federal Employer Identification Number (EIN) if there’s more than one owner of the company and it’s non-incorporated.
The IRS offers online EIN services after verifying your identity for $15, but the free option only verifies that you are who you say you are and then has to mail off your EIN later – it takes about three weeks since they use snail mail.
According to the FAQs, once acquired, the same EIN can be used for state tax filings at both Oregon’s Department of Revenue and Office of Self-Service Taxes.
How do I get a BIN in Oregon?
In Oregon, you’ll need a business identification number (BIN) if your company is purchasing goods and services from vendors as an individual owner.
If the state/county does not require you to file for a fictitious business name or assumed name certificate, then it may be easier to just use your Social Security Number as the BIN.
On its face, this sounds like a great idea because you don’t have to pay $15 and wait three weeks for official paperwork.
However, doing so could create problems down the line with vendors who want to see proper documentation before they extend credit or allow you to buy stuff on the account.
And since we’re talking about forming businesses, I’d rather pay the $15 now than deal with even more fees and headaches down the line.
How do I set up a DBA for a rental property?
If you own rental properties, the DBA requirement doesn’t change.
You still have to file a fictitious business name statement for each county where your property is located – that will be your legal “doing business as” name.
According to realtor.com, Oregon has county-level rules about what information must be included in the DBA filing including names, addresses, and phone numbers of all owners or authorized property managers (if acting on another’s behalf).
How do I add more property managers?
To add new managers to your Oregon DBA, you’ll need official documentation from them showing they’re authorized to manage the company/property which may include tax IDs, social security numbers, or valid foreign national identification numbers (i.e.,passports, foreign driver’s licenses).
Your county filing office may have more information about requirements for adding managers to your DBA in that specific area.
What are the rules for registering a trademark?
The U.S. Patent and Trademark Office website has all the information you need on trademarks – how to file them, what they are used for, etc.
If trademarks are your thing, then I recommend reading this guide, which goes into detail on all things related to trademarks in Oregon including the different types of marks and when/how they should be applied.
What are the rules for incorporating in Oregon?
According to the Secretary of State’s website, there are three types of corporations that can be established in Oregon:
- for-profit (C Corporations)
- non-profit (non-profit)
- mutual benefit (benefit)
All forms include filing fees – $100 to file Articles of Incorporation; $40 for an Application to Appoint Resident Agent; and $25 per year after incorporation.
You should also consider consulting with attorneys or others who have more information about starting a business from scratch.
How do I change my registered agent?
In order to perform legal functions on behalf of your company, you’ll need a resident agent who is either a current member of the Oregon State Baror an employee of a registered Oregon company.
If the resident agent is changing offices, you’ll need to file paperwork with the Secretary of State’s office (this includes corporate officers/directors).
Can I use my business address as my registered agent?
No! If you want to be serious about protecting your personal assets (home, car, etc.), then you should definitely consider hiring an attorney or other professional who specializes in the legalities of running a business.
It will cost more upfront but it could save money and headaches down the line if you’re ever sued and don’t have proper documentation that you’ve taken appropriate steps to keep your personal and business finances separate.
Oregon has laws in place to protect consumers and small businesses that are formed under assumed names. Anytime you want to do business with another party, you’ll need to register the name by filing a certified statement with your local county clerk’s office – make sure to include the fictitious business name registration number when completing any documentation with vendors.
The state offers legal forms for this purpose, but most people choose paid options because they offer more detailed instructions along with expedited processing.
Depending on how many counties you do your small business in, it could mean dozens of filings that must be made within 30 days – follow the advice offered here about registering your fictitious business name.