Oregon Certificate of Incorporation - General Form

State:
Multi-State
Control #:
US-02853BG
Format:
Word; 
Rich Text
Instant download

Description

The proper form and necessary content of a certificate of incorporation depend largely on the requirements of individual state statutes, which in many instances designate the appropriate form and content. While the certificate must stay within the limitations imposed by the various statutes and by the policies and interpretations of the responsible state officials and agencies, the certificate may usually be drafted so as to meet the business needs of the proposed corporation. In many states, official forms are provided; in some of these jurisdictions, use of such forms is mandatory. Although in some jurisdictions, the secretary of state's printed forms are not required to be used, it is wise to use the language found in the forms since much of the language found in them is required.

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FAQ

Oregon. To obtain copies of your company's articles of incorporation or articles of organization online, visit Oregon's Secretary of State's website. If copies are not available online, complete this form and follow the instructions.

If there will be multiple people involved in running the company, an S-Corp would be better than an LLC since there would be oversight via the board of directors. Also, members can be employees, and an S-Corp allows the members to receive cash dividends from company profits, which can be a great employee perk.

Corporations have more legal formalities than an LLC, like electing a board of directors, holding shareholder meetings, and maintaining internal records such as meeting minutes and stock issuance. Since an LLC is not a separate taxable entity apart from its owners, the LLC is a pass-through tax entity.

A Oregon certification is an authenticated document for use in non-member states of the Hague Convention. The Oregon Secretary of State - Corporations Division will authenticate the signature or notarization for the document's use abroad.

Advantages of converting It is easier to raise capital and implement employee incentive plans, and corporations can deduct some health insurance and fringe benefits. The management structure is well-established in a corporation.

Certificate of Existence. This certificate is used for any business entity registered with the Secretary of State that needs to show existence in the state of Oregon. This certificate is similar to the ?Certificate of Good Standing? issued by other states.

An LLC's simple and adaptable business structure is perfect for many small businesses. While both corporations and LLCs offer their owners limited personal liability, owners of an LLC can also take advantage of LLC tax benefits, management flexibility, and minimal recordkeeping and reporting requirements.

Key takeaways: S corp: Owners can take a salary and avoid self-employment taxes on the rest of the profits. LLC: Owner must pay self-employment tax on all net profits if taxed as a sole proprietorship or partnership.

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Oregon Certificate of Incorporation - General Form