Registering an Oregon LLC now so you can hit the ground running with your new business. This is a smart move, and you absolutely should do it as soon as possible. However, it’s a common mistake to think all you have to do is register your LLC with the State, and you’re good to go. Sure, registration with the Oregon Secretary of State’s Office (or whichever state you’re in) is relatively straightforward if you follow the correct steps:
- Name your LLC, check if the name is available, and check for available URLs (domains)
- Decide on a registered agent to send and receive legal documents on the business’s behalf
- File your articles of organization
- Create an operating agreement that stipulates ownership and operating procedures
- Get an Employer Identification Number (EIN)
This process is important because it provides public notice of an LLC’s owners’ intent to conduct business with limited personal liability. However, registering correctly doesn’t end there. For one thing, it must be renewed yearly. For another, it’s not enough simply to register your LLC.
While registration provides public notice of a business’s intent to create limited liability for its owners pursuant to Oregon law, registration alone does not ensure your LLC’S limited liability if challenged. Therefore, it is important to maintain corporate formalities as provided by applicable law and related case law. The goal is to avoid “piercing of the corporate veil,” which is when a court decides to remove your limited liability protection in response to misdoing, real or perceived.
Additionally, it is crucial you maintain appropriate LLC documents and records, including an operating agreement to avoid future disputes among owners. While operating agreements are not mandated by Oregon law, they are highly advisable.
The old saying is true: An ounce of prevention is worth a pound of cure. With so much at stake, it’s important to begin your LLC’s formation with guidance from a business lawyer and a tax advisor.