Oregon businesses, with the exception of sole proprietorships and general partnerships, must file an annual report with the Secretary of State's Office. This document keeps business records accurate and up-to-date and helps companies remain in good standing.
It serves as an official record-keeping tool for regulatory and public accountability purposes. The following information will help you remain compliant while doing business in the Beaver State.
What is an annual report?
All states, except Ohio, require most businesses to file annual reports. The specific filing requirements and deadlines vary from state to state. Some states allow companies to file biennially (every other year), while others require it just once a year. Some states may require businesses also to file a first annual report (i.e., initial report) when starting their company. Penalties may occur if a company's annual report is not filed on time.
This document contains the financial information of corporations, nonprofit organizations, public companies, and partnerships over their prior fiscal year. Businesses prepare and file an annual report with the Secretary of State's office where the company operates. In Oregon, an annual report is filed with its Secretary of State's Office through its Oregon Business Registry page.
What information must an Oregon annual report contain?
An Oregon annual report must include the details of the business, including a brief description of its activities, recent changes to the company's structure, and the following information.
Business name and Business ID number
An annual report must contain the complete legal entity's name, including formation terms, such as LLC, corp., inc., etc. It must also contain an Oregon Business ID Number (BIN). This unique number is assigned to businesses registered with the Secretary of State's office. It is used to identify the business in state records and is required to file annual reports, renew business registrations, and conduct other official transactions.
Principal place of business address
An Oregon business's principal office address is the address where its records are kept and where the business conducts its main activities. It cannot be a P.O. Box.
Mailing address (if different)
An Oregon business's principal office address is the location where its records are kept and where it conducts its primary activities. It cannot be a P.O. Box.
Names and addresses: officers, directors, members, or managers
Business officers, directors, or managers must be listed in the annual report with their names, titles, and addresses where they are regularly located.
Registered agent's name and address
The name of the corporation's registered agent (an individual who is the business's official point of contact for legal and government correspondence) and address must be included in the annual report.
North American Industry Classification System (NAICS) code
A North American Industry Classification System (NAICS) code is a six-digit number that federal and state agencies use to identify a business's industry and economic activity. It also helps with tax filings, government reporting, and industry analysis.
Who qualifies as a senior officer?
A senior officer of a business is a high-ranking executive. Examples of senior officers include company presidents, chief operating officers (COOs), chief executive officers (CEOs), chief financial officers (CFOs), or any individual who has significant power and responsibility.
Who qualifies as a director?
The director of an Oregon corporation must be a person. The state has no residency requirements for directors (a person in this role can live anywhere), but Oregon law requires corporations to have at least one individual in this role unless otherwise specified by a company's articles of incorporation or bylaws.
How to file your Oregon annual report in 3 steps
Filing an Oregon annual report is relatively straightforward, but there's a lot to remember, from completing business information correctly to meeting the filing deadline.
Step 1: Gather the necessary information
You'll need the information listed above when filing a report, such as your business name, its primary address and mailing address (if applicable), the state and country in which you formed the business, and officer, manager, or partner information, including names, titles, and addresses.
Step 2: File through the Oregon Secretary of State's website
Oregon allows annual report filing only through the Secretary of State's Business Registry portal. To access it, you will need to create an account that you can then use to log in when you return to the site. All reports must be filed online unless you request a special waiver with the Secretary of State's office.
Step 3: Complete and submit your report
After inputting the information, submit it along with your filing fee. You should then receive confirmation that it was submitted. Keep it as proof that you filed, as it may be required for future business transactions or audits.
How to file an Oregon annual report with LegalZoom
If you're an Oregon company looking to simplify the process of filing an annual report, LegalZoom's filing services will help you prepare and file your report accurately. We'll ensure your business meets all Oregon state requirements on time.
How much does it cost to file an annual report in Oregon?
The fee to file an annual report in Oregon varies depending on the entity type.
- Domestic corporations: $100
- Foreign corporations: $275
- Domestic LLCs: $100
- Foreign LLCs: $275
- Domestic limited partnerships: $100
- Foreign limited partnerships: $275
- Nonprofit corporations: $50
Fees are payable when you file the report online with the Secretary of State. Failure to file the annual report by the due date can result in the risk of business forfeiture.
When is the deadline to submit an Oregon annual report?
The deadline for submitting an annual report is on the anniversary of your business's original filing. For example, if your company filed on May 15, 2024, your annual report would be due every year thereafter on May 15. The Oregon Secretary of State's office sends renewal notices about 45 days before the due date to remind businesses of their impending deadline.
What are the penalties for not filing an annual report in Oregon?
In Oregon, your company may face forfeiture if an annual report is not filed within 45 days after the due date. This means the business loses its legal status and can no longer operate as a recognized entity in Oregon. Failing to file an annual report can also lead to a loss of good standing with the state.
Do all business entities need to file an annual report in Oregon?
In Oregon, most business entities are required to file an annual report with the Secretary of State. However, not all entities are subject to this requirement. For example, sole proprietorships and general partnerships do not need to file annual reports.
FAQs
Can you submit an annual report early?
Oregon allows you to submit an annual report early—there is no requirement to wait until the due date to file. As long as your business' information is current, you can file it anytime during the year.
Do I need to pay a franchise tax in Oregon?
There is no franchise tax in Oregon, but businesses will pay other taxes depending on their structure and activities. For example, corporations in Oregon pay a corporate excise tax, which is based on net income and is similar to a franchise tax. Sole proprietors, LLCs, and partnerships are subject to Oregon's individual income tax rates rather than a separate franchise tax.
Can you file an annual report by mail?
In Oregon, annual reports cannot be filed by mail. The state requires them to be filed online through the Secretary of State's website.
Does a nonprofit corporation need to file an annual report in Oregon?
Oregon nonprofit corporations must file an annual report with the Secretary of State's Office. The filing fee for nonprofits is $50, and the report can be submitted online.