Corporate | Registered Agent Services
Padgett Services LLC (PSL) is acting as registered agent for Oregon corporations and LLCs and would be most happy to assist you with starting a new business or keeping a current one compliant with State laws and regulations.
A Registered Agent acts as the representative for your corporation or limited liability company by receiving documents and notices which are served upon a company within the jurisdiction of Oregon.
Service is broadly defined to include any legal proceeding, legal notice or official government communication presented to the company while it is within the jurisdiction of the State or Oregon. A Registered Agent also receives official correspondence from the Secretary of State such as annual report notifications and other compliance filings.
Failure to designate and maintain a registered agent in Oregon may cause a company to fall out of "good standing" within the State of Oregon. This will subject the Company's right to do business within a state to be forfeited, with monetary penalties assessed to reinstate the company to "good standing". The failure to register and designate a registered agent may also hinder a company's ability to legally enter into contracts and gain access to the Oregon state courts. It may also subject the company to a variety of monetary sanctions.
The Registered Office is defined as the official address of a company to which official documents are sent and legal notices received. It is normal for the registered agent to provide the registered office address. A company may have other business and correspondence addresses as well.
Some of the Services Provided By PSL:
Attending Annual Shareholder and Board of Director Meetings
Preparing Company Minutes, Resolutions and Consents
Maintaining a Corporate Minute Book or Company Record Book
Maintain a Corporate Stock Ledger or Unit Interest Ledger
Maintain Shareholder or Member Contact List
Change of Agent
Name Availability and Registration
Preparation and Filing Incorporation and Formation Documents
Preparation and Filing Amendments and Mergers
Preparation and Filing Annual Reports
Preparation and Filing Dissolution, Cancellation and Withdrawal
Preparation and Filing Assumed Business Names
Monitoring Your Corporate Compliance
Status Reports, Good Standing Certificates
UCC Searching and Filing
Preparation and Filing UCC Forms and Information
PSL can handle domestic entity formation. We have all necessary state filing documents and can quickly handle your domestic entity filing. Need to qualify and your from another state? We can handle the foreign qualification, too. Let us assist you with all of your entity formation needs.
If you have elected to incorporate your business in some way, you should be aware of the formalities required by state statute and case law to protect your entity formation and to maintain your company's "good standing". Some of these formalities include:
Domestic Entity Formation and Management
Adopting Corporate Bylaws or Operating Agreement
Attending Corporate Meetings
Preparing and maintaining a Corporate Minute Book or Company Record Book
Preparing and maintaining a Corporate Stock Ledger or Unit Interest Ledger
Conducting business in corporate or LLC name only
Opening and maintaining corporate or LLC bank account
Filing all required annual reports
Paying all applicable state taxes
Forming a Corporation or LLC in Oregon: If you've decided to incorporate in Oregon, PSL will take care of all the details. We'll research the availability of your company name and help you prepare and file your Articles of Incorporation with the Oregon Secretary of State. We can also assist with many of your follow-up needs such as amendment filings, written consents, and annual report preparation and filing.
Filing Requirements: The State of Oregon requires businesses to file Articles of Incorporation for corporations or Articles of Organizations for LLCs with the Secretary of State. Remember, when you work with PSL, we'll take care of your incorporation filing for you. Turnaround time: In general, turnaround time for incorporating a business in Oregon is 3-5 business days.
Annual Reports & Time to file: Corporations and LLCs must file annual reports with the Oregon Secretary of State on or before the date that marks the anniversary of incorporation and PSL will file your annual report for you as a part of our service.
Name Requirements: Oregon requires corporations and LLCs to have names that can't be confused with any corporate, professional corporate, not-for-profit, limited liabilty company, cooperative, limited partnership, business trust, reserved, registered or assumed business names. When you incorporate with PSL's help, we'll research your company name to make sure it meets Oregon's standards.
Oregon Corporation names may be followed by several approved designations, including:
Oregon LLC names may be followed by several approved designations, including:
Limited Liability Company
Restricted designations: The use of certain words and phrases in corporate or LLC names is considered "restricted" in Oregon, meaning they require special approval by the state. These include:
Building and Loan
Commerce and Capital
Commerce and Credit
Employer Identification Number (EIN)
Corporations, most LLCs, and all businesses with employees must have this IRS-issued number similar to a social security number.
Much like a Social Security Number, an Employer Identification Number (EIN) is a federal nine-digit number that identifies a business entity. The Internal Revenue Service (IRS) issues EINs and requires their use on all tax filings during the entire life of a business.
The IRS generally requires the following types of businesses to obtain an EIN:
All Limited Liability Companies (LLCs) with more than one member.
Any business that hires employees, including sole proprietorships and single-member LLCs
Many nonprofit organizations, as well as trusts and certain co-ops, must also have an EIN. If a business has changed its formation type or emerged from bankruptcy, it is typically required to apply for a new Employer Identification Number (EIN).
For many business owners, obtaining an EIN is one of the first things they do after incorporating or forming an LLC. Along with tax filings, businesses often need an EIN in order to:
• open business checking accounts
• establish accounts with certain vendors
• Sometimes you'll see the Employer Identification Number referred to as a Federal Tax Identification Number (TIN) or a Federal Employer Identification Number (FEIN).
• As a general rule, it's good for all businesses, with the exception of sole proprietorships without employees, to have an EIN.
At your direction, PSL will e-mail you a completed EIN application form (also known as an SS4).
Sign and return the form to us. Please note that you will need to provide a U.S. Social Security Number or Individual Taxpayer Identification Number on the form. PSL will check the application for accuracy and submit it to the IRS. Upon receipt from the IRS, PSL will send you your new EIN.
The following is provided as a courtesy and is for informational purposes only. PSL suggests you talk with a tax professional or accountant and an attorney to discuss what is best for you and your circumstances.
Before you begin the incorporation process, you will need to consult with a tax professional and an attorney for help in choosing the appropriate business structure for you. PSL can help you form a new corporation or limited liability company (LLC). There are plenty of options when it comes to deciding whether to incorporate or form a partnership or act as a sole proprietor; take your time and let chart below help you through the process. Please review the charts below for the advantages of forming a C Corporation, Subchapter S Corporation, or LLC. Then discuss the advantages and/or disadvantages with your accountant for any tax ramifications to you and any needed tax forms you will need to complete and talk with your attorney for any legal ramifications.
C Corp S Corp LLC (DBA) Sole
Owners have limited liability for business debts and obligations √ √ √
Created by a state-level registration that usually √ √ √
protects the company name
Business duration can be perpetual √ √ √
May have an unlimited number of owners √ √
Owners need not be U.S. citizens or residents √ √ √
May be owned by another business, rather than individuals √ √
May issue shares of stock to attract investors √ √
Owners can report business profit and loss on their √ √ √
personal tax returns
Owners can split profit and loss with the business for a √
lower overall tax rate
Permitted to distribute special allocations, under certain guidelines √
Not required to hold annual meetings or record meeting minutes √ √
Maintain a corporate minute book √ √
Maintain a company record book √
Must have a registered agent √ √ √
Sole Proprietor (DBA)
A business owned and operated by a single individual “doing business as” (dba)
Positives: A very simple set up with very few legal requirements
Negatives: 100% personal liability for all income, debts, losses, liens or damages
Limited Liability Company
A hybrid structure of corporate protection and sole proprietor simplicity
Positives: Flexible tax structure and limited personal liability
Negatives: Requires initial set up and fees as well as annual renewal. Registered Agent required.
Corporation (S Corp or C Corp)
A business structure that elects to pass all income, losses, deductions and credits to shareholders
Positives: Can reduce self employment tax liability by paying the owner a salary
Negatives: Can be difficult to establish and maintain. Requires initial set up and fees as well as annual renewal. Registered Agent required.