[[Ted Ernst]] is beginning research into what it takes to set up a corporation. Findings appear on this page.
* Oregon Secretary of State: http://www.filinginoregon.com/
* Business Wizard to help navigate the process: http://egov.sos.state.or.us/br/pkg_bc1_web_interview.bic_home
** First question asks about business activity type. Which is it?
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· Agriculture, Forestry, Fishing and Hunting
· Mining, Quarrying, and Oil and Gas Extraction
· Utilities
· Construction
· Manufacturing
· Wholesale Trade
· Retail Trade
· Transportation and Warehousing
· Information
· Finance and Insurance
· Real Estate and Rental and Leasing
· Professional, Scientific, and Technical Services
· Management of Companies and Enterprises
· Commercial, Janitorial, Travel, Security and Landscaping Services
· Waste Management and Remediation Services
· Educational Services
· Health Care and Social Assistance
· Arts, Entertainment, and Recreation
· Accommodation and Food Services
· Other Services (except Public Administration)
· Public Administration
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As a strategy, maybe best to use paper forms instead of online so that people more familiar with the business can simply fill out the forms, as long as I figure out which are the right forms.
More resources:
* [http://www.filinginoregon.com/forms/pdf/business_guides/how_to_start/1100.pdf How to Start a Business in Oregon (pdf)] (the relevant 1st step from that document is copied here:)
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Corporation
A corporation is a legal entity created under Oregon law by submitting articles of incorporation to the Corporation
Division. A corporation is owned by its shareholders, in whose names the shares are registered in the records of the
corporation. The articles of incorporation must state how many shares the corporation has authority to issue.
A corporation acts as a single entity. It exists separately from its owners, and continues to exist even though the
shareholders may change. As a separate entity, a corporation must file its tax returns. It may own property, sue, and
be sued.
A corporation is managed by a board of directors. Except for the initial board, the shareholders generally select the
directors. The number of directors is determined by the articles of incorporation or the bylaws. The directors must
elect the president and secretary and adopt bylaws. The board may elect or appoint other officers, or the bylaws may
prescribe how other officers are selected. The same person can hold two or more offices.
A corporation must have a registered agent in Oregon whose street address is the registered office. If a corporation
is sued, the legal papers are served on the registered agent. Thus, it is necessary that the registered agent have a
street address. The registered office must be a physical street address, and cannot be a post office box or private
mailbox (PMB) at a commercial mail-receiving agency. A registered agent can be an individual or a legal entity.
The three most common types of corporations filed in Oregon are business corporations, nonprofit corporations, and
professional corporations. Business and professional corporations are for-profit corporations. A nonprofit
corporation is formed for any lawful purpose except financial profit. A professional corporation is a for-profit
corporation formed for providing one or more specific types of professional service. All the shareholders of the
professional corporation must be licensed to render one of the professional services.
Corporations formed under Oregon law are “domestic” corporations. Those formed under the laws of other states or
countries, but transacting business in Oregon, are “foreign” corporations.
Domestic Corporation
To form a domestic corporation in Oregon, articles of incorporation and a non-refundable $100 processing fee must
be submitted to the Corporation Division. Before articles of incorporation are filed, the name is checked for
availability. The name must be distinguishable from other active names on the division‟s database. A business name
is “distinguishable” if it does not exactly copy a name already on record. If the name is distinguishable and the
articles conform to Oregon law, the Corporation Division processes the document and returns an acknowledgment
to the customer. File online at www.filinginoregon.com/cbr, or download forms at
www.filinginoregon.com/forms/business.
Once the existence of the corporation is established, an organizational meeting of the board of directors is generally
held to adopt bylaws and elect officers. The bylaws of the corporation may contain any provisions to regulate and
manage the affairs of the corporation consistent with statutes and the articles of incorporation.
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