Oregon Sale and Assignment of a Percentage Ownership Interest in a Limited Liability Company

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Description

A limited liability company (LLC) is a separate legal entity that can conduct business just like a corporation with many of the advantages of a partnership. It is taxed as a partnership. Its owners are called members and receive income from the LLC just as a partner would. Management of an LLC is vested in its members. An operating agreement is executed by the members and operates much the same way a partnership agreement operates. Profits and losses are shared according to the terms of the operating agreement.


A membership interest may be used to refer to the ownership interest of a member in the LLC. The word unit is often used to reflect the membership interests of a member in the LLC. Some LLC's issue membership interest certificates. To become a new member of the LLC the consent of majority of the members is necessary. A transfer of units of an existing member does not automatically include membership into the LLC.

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FAQ

How do you dissolve/terminate an Oregon Limited Liability Company? To dissolve/terminate your LLC in Oregon, you must provide the completed Articles of Amendment/Dissolution ? Limited Liability Company form to the Oregon Secretary of State Corporation Division by mail, in person or by fax with a Fax Cover Sheet.

Section 63.130 - Rights of members and managers; matters requiring consent of all or majority of members (1) In a member-managed limited liability company, unless otherwise provided in the articles of organization or any operating agreement: (a) Each member has equal rights in the management and conduct of the limited ...

The Oregon Limited Liability Company Act allows companies to enjoy the taxation that partnerships do as well as the personal liability that corporations enjoy.

Oregon LLC Formation Filing Fee: $100 It'll cost you $100 to officially register your Oregon LLC with the state by filing your Oregon Articles of Organization. You can submit your articles by mail, by fax, or online through the Secretary of State's Secure Access System.

Divide ownership of the LLC by calculating total cash investment by the members. Give each member an ownership stake equal to his cash investment. Four members contributing $25,000 apiece would each receive a 25 percent stake in the company.

An owner of an LLC currently organized in another state may want to convert the company to an Oregon LLC for any of the following reasons (among others): Owner convenience. Business owners who move to Oregon can use the conversion process to bring their businesses with them.

Yes, you can transfer your ownership interest in an Oregon LLC to another person. The process is the same as when transferring ownership to an out-of-state owner.

In addition, the name of the limited liability company must contain the words "limited liability company" or the abbreviation "L.L.C." or "LLC." If the name is distinguishable and the articles conform to Oregon statute, Business Registry processes the document and returns an acknowledgment to the customer.

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Oregon Sale and Assignment of a Percentage Ownership Interest in a Limited Liability Company