Foreign qualification with the Secretary of State in Oregon refers to the process by which a business entity formed in another state seeks permission to conduct business in Oregon. This legal requirement ensures compliance with state regulations and allows the business to operate and engage in transactions within the state.
There are 2 different ways to foreign qualify in Oregon depending on your legal entity type and tax classification. Follow the guide below to help you register with the Secretary of State in Oregon or use Mosey to do it.
Use Mosey to register with the Secretary of State in Oregon.
Avoid the hassle of doing it yourself and use Mosey to automate foreign qualification, annual reports, and registered agent service.
Oregon Foreign Qualification for LLC
In Oregon, any entity deemed to be "doing business" needs to register with the Secretary of State. A business is clearly "doing business" in the state if it has an office or employees (or representatives) who are either providing services to customers as the primary business activity or providing services incidental to the sale of tangible or intangible personal property. Additionally, if a business has an economic presence through which it regularly takes advantage of Oregon's economy to produce income it will be deemed to be doing business. Any entity doing business must obtain authority from the Oregon Corporation Division by submitting an application form, fee, and an original certificate of existence (or similar document) or the registration number from the jurisdiction where their articles of incorporation are filed.
Acquire a Certificate of Existence
You will need to obtain a certificate of existence (in addition to providing your company's registry number from its home jurisdiction), affirming its existence in your home jurisdiction.
Establish a Registered Agent and Registered Office
All business entities are required to appoint and maintain a registered agent who has a physical street address in Oregon whose sole responsibility is to accept legal documents (service of process, lawsuits, liens, subpoenas, etc.) on behalf of the business. Registered agents may not list a post office box, commercial mail receiving agency, or private mailbox.
File an Application for Authority to Transact Business
You can file an Application for Authority to Transact Business through the Secretary of State's Oregon Business Registry website. Upon successful registration, you'll be assigned a Business Registry Number.
Oregon Foreign Qualification for C Corporation
In Oregon, any entity deemed to be "doing business" needs to register with the Secretary of State. A business is "doing business'" in the state if it has an office or employees (or representatives) who are either providing services to customers as the primary business activity or providing services incidental to the sale of tangible or intangible personal property. Additionally, if a business has an economic presence through which it regularly takes advantage of Oregon's economy to produce income it will be deemed to be doing business. Any entity doing business must obtain authority from the Oregon Corporation Division by submitting an application form, fee, and an original certificate of existence (or similar document) or the registration number from the jurisdiction where their articles of incorporation are filed.
Acquire a Certificate of Existence
You will need to obtain a certificate of existence (in addition to providing your company's registry number from its home jurisdiction), affirming its existence in your home jurisdiction.
Establish a Registered Agent and Registered Office
All business entities are required to appoint and maintain a registered agent who has a physical street address in Oregon whose sole responsibility is to accept legal documents (service of process, lawsuits, liens, subpoenas, etc.) on behalf of the business. Registered agents may not list a post office box, commercial mail receiving agency, or private mailbox.
File an Application for Authority to Transact Business
File an Application for Authority to Transact Business through the Secretary of State's Oregon Business Registry website. Upon successful registration, you'll be assigned a Business Registry Number.
What else do I need to know?
Once you are registered with the Secretary of State, you may have additional requirements to maintain your "good standing" in the state. Failing to do so can result in fines, back taxes, and forfeiting certain priveleges within the state.
Maintaining a Registered Agent
Most states require that you have a registered agent that can receive important mail from the Secretary of State should they need to contact you. There are many commercial options available or you can use Mosey to be your registered agent and keep your information private in Oregon.
Annual Reports and Taxes
In addition to maintaining a registered agent, most states require you to file a report annually. Registration can also trigger state taxes such as a franchise tax or income tax. You can use Mosey to identify these additional requirements to maintain good standing in Oregon.
