If you’re forming a limited liability company or corporation in the state of Oregon, you’ll need to designate a registered agent.
A registered agent is the individual or business entity that receives legal documents from the state, and then forwards them to your business address. But why is this a requirement, and who should you designate as your registered agent in Oregon?
In this guide, we will break down all the details you need to know about Oregon registered agents.
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What is an Oregon Registered Agent?
One of the most common questions we receive from entrepreneurs in Oregon is why a registered agent is required to form an LLC or corporation. While it might seem like an unnecessary middle-man type of role, the registered agent fills a vital role.
The registered agent’s job is to provide a reliable way for the state to contact an official representative of your business at any time, which is especially important if your business is ever sued. If you didn’t have a registered agent, a lawsuit could progress through the courts without you even knowing about it, which is obviously far from ideal.
While Oregon does not provide a recommended list of registered agent services, we reviewed the top options and compiled a list of the best Oregon registered agent services based on price and overall value.Who Can Be an Oregon Registered Agent?
In Oregon, registered agents may be either an individual or a registered business entity that has a street address in the state of Oregon. While a business entity is not permitted to serve as its own registered agent, it is common to designate an individual affiliated with the company (such as an officer, owner, or employee). Another option is to hire a registered agent service. For an annual fee, these companies consent to act as your business entity’s registered agent.
Aside from the legal requirements, an important aspect to discuss is who should be your registered agent. You have the right to declare yourself as your own registered agent, which has its pros and cons.
On the positive side, you can save some money by not paying anyone to serve as your agent, but you’ll also likely need to make your home address a matter of public record, which is not ideal. Additionally, you’ll need to be physically present at your business during all standard operating hours (9-5, M-F).
Some entrepreneurs like to have a friend or family member serve as their registered agent, but if that person doesn’t have experience in this position, they might not know what is expected of them. In addition, designating your lawyer or accountant as a registered agent can work, but these options are usually quite expensive.
Our preference is to hire a professional registered agent service, which provides a combination of convenience, affordability, and peace of mind that is unrivaled by any of these other options.
How Do Oregon Residents Get Served?
The most important part of a registered agent’s role is being served a summons.
Before a lawsuit can begin in the state of Oregon, the plaintiff is required to make a “bona fide” effort to collect the claim from the defendant and settle outside of court. If no agreement can be reached, the plaintiff can move forward with the lawsuit by filing a complaint or petition with the appropriate court. After submitting all necessary documents and paying the filing fee dictated by the court, the summons may be processed.
If these steps are all taken correctly, the state of Oregon will then serve a summons to the defendant’s registered agent. In most cases, there is an additional fee of between $45.00 and $75.00 for the services of the summons.
How to Designate an Oregon Registered Agent
The answer to this question depends on what type of business you’re starting, but with either a corporation or an LLC, you’ll need to designate your registered agent when you form your company.
When establishing a corporation, you’ll be required to designate your registered agent in Article 3 and 4 of Oklahoma’s Articles of Incorporation. Alternatively, when forming an LLC in the state you’ll need to list your registered agent in articles 4 and 5 of the Articles of Organization (both of which may be completed online).
Neither document requires the signature of the registered agent. However, in completing and submitting either formation document, it’s certified that consent has been given by the registered agent to be listed on the document.
How Can I Change My Oregon Registered Agent?
If you would like to change your registered agent for any reason, the process is pretty simple.
The most convenient way to change your registered agent in the state of Oregon is by completing the Change Form which can be used for both LLCs and corporations alike. The document is relatively straightforward, consisting only of a single page. There is no processing fee to submit it.
It should be noted that it is also possible to change the registered agent of a company when filing the Annual Report document with the Corporation Division of the Oregon Secretary of State.
How Does an Oregon Registered Agent Resign?
Sometimes, a registered agent may have to resign from their position.
There is no specific form for Oregon registered agents wishing to resign; instead, resigning agents are required to draft and submit a signed statement of resignation to the Corporation Division of the Oregon Secretary of State. Additionally, the resigning agent is required to mail a copy of the resignation statement of the business entity as written notice of the change.
Why Should You Hire a Professional Oregon Registered Agent Service?
Hiring a professional registered agent is basically the best of both worlds between serving as your own agent, and designating a lawyer or accountant.
Privacy
The biggest benefit in our opinion is the privacy protection this allows, as you will be able to keep your personal address private. There’s also a major advantage compared to having an attorney or accountant serve as your agent, namely the fact that registered agent services are almost always much cheaper.
Professional Service
Another reason we like this option is that these companies specialize in providing quality registered agent service. They know exactly what’s expected of them, and there are rarely any issues to speak of.
Nationwide
The other major benefit of hiring a registered agent service is that most of them operate in all 50 states, so that if you ever want to expand your business into another state, you won’t need to hire an additional registered agent. Your same registered agent will be able to provide the coverage you need in your new state, while still providing the same service in Oregon. If you hired a lawyer or accountant, they would only be able to help you expand to a new state if they have another physical office in that state.
You Stay Compliant
Finally, most professional registered agents operating in Oregon offer some sort of compliance calendar. With this service, your registered agent helps you keep track of due dates for ongoing LLC maintenance requirements like annual reports, which is a valuable bonus.
The top registered agent service providers include some other appealing attributes, including access to their extensive customer support networks. Some of them include a full year of registered agent service with any business formation package, which can be a real money-saver. Another welcome attribute is that some registered agent services provide volume discounts if you require service in multiple states, or if you prepay for multiple years.
What Is the Penalty for Not Designating a Registered Agent in Oregon?
You need to have a registered agent to form your limited liability company or corporation in Oregon in the first place, but if you let your registered agent service lapse, there could be some serious consequences.
Failure to maintain a registered agent could lead to your business losing its good standing with the state of Oregon, and the state also has the right to officially dissolve your LLC if they choose to.
Another issue would be the difficulty of being served if your business is sued. If the state cannot get ahold of your registered agent, a court may decide to go ahead with the lawsuit without your knowledge, which could even lead to a judgment against you. This can happen not just if you fail to designate a registered agent, but also if your agent is not present during business hours to accept the document delivery.
Conclusion
As you can see, the task of designating a registered agent for your Oregon business isn’t quite as easy as just writing down your own name.
There are significant downsides to just about every option in our opinion, but we recommend hiring a professional registered agent service because that option has the fewest disadvantages. They charge affordable rates, and you never have to worry about losing your good standing, having your LLC or corporation dissolved, or having a lawsuit proceed in your absence.
If you have any further questions, you can contact the Oregon Secretary of State:
Oregon Secretary of State
Corporation Division
255 Capitol St. NE, Suite 151
Salem, OR 97310-1327
(503) 986-2200