How to Dissolve a Corporation in Oregon (How to legally Close an Oregon Business)
OREGON BUSINESS SERVICES CORPORATION Incorporate in Oregon Oregon Professional Corporation Oregon Nonprofit Corporation OR Corporation Foreign Qualification Oregon Corporation Annual Report Oregon Corporation Dissolution LLC Form a LLC in Oregon OR LLC Foreign Qualification Oregon LLC Annual Report Oregon LLC Dissolution OTHER OREGON BUSINESS SERVICES Oregon Good Standing Certificate Oregon Apostille Oregon DBA Name Oregon Registered Agent OR Corporation Kit and Seal Oregon Certified Copies OR Business Reinstatement OR Company Name Reservation OR Tax Status Compliance Certificate OR Attorney Good Standing Certificate Oregon Property Deed OR Employer Requirements QUICK ENTRY FORMS Oregon Incorporation Oregon LLC OR Professional Corporation OR Nonprofit Corporation OR Foreign Corporation OR Foreign LLC OR LLC Dissolution OR Corporation Dissolution CORPORATE GLOSSARY   Administrative Dissolution Agent for Service of Process Apostille Apportionment Articles of Incorporation Articles of Organization Assumed Name At Will LLC Authorized Shares B Corporation Benefit Corporation Board of Directors Business Dissolution Business Entity Bylaws Certificate of Existence Certificate of Status Certified Copy Close Corporation Common Stock Conversion Corporate Bylaws Corporate Name Reservation Corporate Stock DBA Disregarded Entity Dividends ESOP Excise Tax Federal Tax ID Ficticious Name Foreign Qualification Franchise Tax General Partnership Good Standing Certificate Incorporator Involuntary Dissolution IRS Form 966 ITIN Limited Liability Company Limited Partnership Liquidation LLC LP Majority Shareholder Meetings Merger Nexus Non-Stock Corporation Nonprofit Corporation Obligated Member LLC Organizer Paid-in Capital Paid-in Surplus Par Value Personal Service Corporation Preferred Stock Privilege Tax Professional Corporation Professional Service Proxy Registered Agent Registered Office Reporting Requirements Revocation S Corporation Series LLC Service Mark Shareholder Sole Proprietor Stated Capital Statutory Agent Stock Certificate Term LLC Trade Name Trademark Trust Trustee Winding Up	What is Oregon Corporation Dissolution? An Oregon Corporation is created when the OR Secretary of State approves the Articles of Incorporation. A record of the Oregon Corporation is added to the list of Corporations which have officially registered with the Oregon Secretary of State.  Once a Corporation is registered with the Oregon Secretary of State, that Corporation immediately has both reporting and tax obligations which incur penalties if the obligations are not met by the required deadlines.   more... less... An Oregon Corporation is created when the OR Secretary of State approves the Articles of Incorporation. A record of the Oregon Corporation is added to the list of Corporations which have officially registered with the Oregon Secretary of State.  Once a Corporation is registered with the Oregon Secretary of State, that Corporation immediately has both reporting and tax obligations which incur penalties if the obligations are not met by the required deadlines.   If you've registered an Oregon Corporation with the Oregon Secretary of State and want to cease business activities you have to let the OR Secretary of State know that you intend to close your company.  Only after the OR Secretary of State has made sure that all of the obligations of the Oregon Corporation have been fulfilled will the Secretary of State approve of the closure of the company. When the Oregon Secretary of State approves the closing of an OR Corporation, that Oregon Corporation is said to be Dissolved.   The process of Dissolving an Oregon Corporation is called Oregon Corporation Dissolution. Why do I need to Dissolve an Oregon Corporation? As soon as an Oregon Corporation is registered with the OR Secretary of State, that Corporation is responsible for recurring obligations of the Oregon Secretary of State and the Oregon Department of Revenue.  If the Oregon Corporation does not file reports or pay taxes then that OR Corporation could be responsible for penalties which go up as time goes by. Unless you Dissolve your Oregon Corporation with the Oregon Secretary of State that OR Corporation will be responsible for all recurring fees and penalties. What do I have to do to Dissolve an Oregon Corporation? Oregon Corporation Dissolution is one part of a larger process commonly called the "Winding Up" process.   more... less... Oregon Corporation Dissolution is one part of a larger process commonly called the "Winding Up" process. There are things you need to do before you can request approval of Corporation Dissolution from the Oregon Secretary of State; and things that you have to do after the OR Secretary of State has approved Dissolution of the Oregon Corporation.  What you have to do both before and after the Oregon Corporation is Dissolved largely depends on how much stock, if any, has been issued and how much and what kind of debts and liabilities that the Oregon Corporation has.  If the Oregon Corporation has not commenced business then the OR Corporation Dissolution process is easier. What do I have to do before I Dissolve an Oregon Corporation? Things you need to do before you Dissolve an Oregon Corporation.   1. Hold a Directors meeting and record a resolution to Dissolve the Oregon Corporation   2. Hold a Shareholder meeting to approve Dissolution of the Oregon Corporation   3. File all required Annual Business Renewals with the Oregon Secretary of State   4. Clear up any business debt   5. Pay all taxes and administrative fees owed by the Oregon Corporation more... less... 1. Hold a Board of Directors meeting and record a resolution to Dissolve the Oregon Corporation If a Board of Directors has been appointed for the Oregon Corporation then the Board is required to adopt a resolution to Dissolve the OR Corporation. Minutes of the meeting must be recorded and retained in the business records. If the Board of Direcrtors has not been appointed then the Incorporator(s) have to apply for Dissolution of the Oregon Corporation. We can transcribe and compile minutes or approvals into a form that is legally recognized by the Oregon Secretary of State. 2. Hold a Shareholder meeting to approve Dissolution of the Oregon Corporation If an Oregon Corporation has issued shares of stock then a majority of Corporate Shareholders must approve the Dissolution plan. The approval actions should be documented and kept in the business records. If no shares have been issued then the Oregon Corporation Dissolution process is easier. If necessary, we can transcribe and compile minutes into a form that is legally recognized by the Oregon Secretary of State. 3. File all required Annual Business Renewals with the Oregon Secretary of State The Oregon Secretary of State will not approve the Dissolution of a OR Corporation until all required reports have been filed. We can file any required Annual Business Renewal with the OR Secretary of State. 4. Clear up any business debts All creditors of an Oregon Corporation should be given notice of the pending Corporation Dissolution. Each creditor should be given a mailing address to which they may submit claims as well as a deadline by which claims may be submitted. While the Oregon Secretary of State does not legally require the publication of a Notice of Dissolution of an Oregon Corporation, publication is a good way to notify anyone who might have a claim against the Oregon Corporation.  Evidence of publication might prove useful down the line if someone makes a claim against the OR Corporation after the Oregon Corporation has been dissolved. 5. Pay all taxes and administrative fees owed by the Oregon Corporation The Oregon Secretary of State will definitely not approve the Dissolution of an Oregon Corporation until all outstanding taxes and applicable registration and administrative fees have been paid. less... What do I have to do after I Dissolve an Oregon Corporation? Things you have to do after you Incorporate in Oregon.   1. Distribute all remaining assets of the Oregon Corporation   2. Close all business bank accounts of the Oregon Corporation   3. Cancel all local business licenses and permits   4. File Form 966 with the IRS   5. Cancel the IRS account associated with the OR Corporation's Federal Tax ID (EIN) more... less... 1. Distribute all remaining assets of the Oregon Corporation If the Oregon Corporation has any remaining assets, these may be divided according to the Shareholders' ownership interests in the OR Corporation. All distributions to Corporate Shareholders must be reported to the IRS. 2. Close all business bank accounts of the Oregon Corporation If there are any business accounts that have been opened for the Oregon Corporation then those accounts must be closed. If Corporate business accounts are left open there may be liability and obligations of the Dissolved Oregon Corporation which could lead to legal problems. 3. Cancel all local business licenses and permits of the OR Corporation If the Oregon Corporation has obtained any state, regional, county or city business licenses or permits, each of those must be cancelled to avoid any reporting or fiscal obligations of the Oregon Corporation. This includes business registration licenses as well as reseller permits. 4. File IRS Form 966 All Dissolved Oregon Corporations must file IRS Form 966 with the US Internal Revenue Service. This filing is required within 30 days after the final Dissolution plan is approved. Filing IRS Form 966 lets the Federal Government know that the Oregon Corporation has been legally Dissolved so that it may take the appropriate actions. We can prepare IRS Form 966 for you to file. 5. Cancel the IRS account associated with the OR Corporation's Federal Tax ID (EIN) A Federal Tax ID, or Federal Employer Identification Number (EIN), is like the Social Security Number for the Oregon Corporation.  Once the IRS links an EIN to a Oregon Corporation, that EIN stays with the Oregon Corporation even after the Company has been Dissolved by the Oregon Secretary of State. When the IRS processes the final tax return for the Oregon Corporation, they automatically make the EIN inactive.  However, the account associated with the EIN is not automatically closed.  Closing the account associated with the EIN lessens the likelihood of any problems with the EIN account, or with the IRS, in the future. If you should decide to revivie the Oregon Corporation down the line the IRS will reactivate the old EIN for your new Business. Before an Oregon Corporation can close an EIN account, it must be in Good Standing with the IRS.  The Oregon Corporation must have filed all required tax returns and paid any applicable fees and penalties due to the IRS.  The Oregon Corporation cannot close its EIN account until the IRS has received payment for any tax amounts the Company may owe. We can prepare the formal documents which you can sign and submit to the IRS in order to close the account associated with your EIN. How long does it take to Dissolve an Oregon Corporation? The time it takes to Dissolve an Oregon Corporation varies depending on how long it takes to complete the actions that are required in each specific case - holding meetings, closing accounts, distributing assets, etc. Once the initial actions are completed, the Oregon Secretary of State usually takes around 5-7 business days to process the Articles of Dissolution.    more... less... The time it takes to Dissolve an Oregon Corporation varies depending on how long it takes to complete the actions that are required in each specific case - holding meetings, closing accounts, distributing assets, etc. Once the initial actions are completed, the Oregon Secretary of State usually takes around 5-7 business days to process the Articles of Dissolution. Processing times for Oregon Corporation Dissolution filings vary depending on the work load of the Secretary of State's staff.  We've found that normal processing of Oregon Dissolution filings takes the state around 5-7 business days. PLEASE NOTE: WE CANNOT GUARANTEE OREGON SECRETARY OF STATE PROCESSING TIMES. We are dependent on, and have no control over, the staff and systems of the Oregon Secretary of State . In our experience 5-7 business days is the time it usually takes the Oregon Secretary of State to process an Oregon Dissolution filing. We get your Oregon Corporation Dissolution filing to the OR Secretary of State ASAP. Once it is at the state we have no control over the Oregon Dissolution approval process. How much does it cost to Dissolve a Corporation in Oregon? The total cost to Dissolve an Oregon Corporation varies depending on exactly what is required for each specific OR Dissolution. We charge $249.00 plus any state fees for our Oregon Corporation Dissolution services. This includes: Same day processing Transcribe minutes of Board of Directors meeting which proposes Dissolution Transcribe minutes of Shareholders meeting at which Dissolution was approved Prepare and file Articles of Dissolution with the Oregon Secretary of State Prepare US IRS Form 966 for you to sign and file Prepare documents to cancel Federal EIN account Certified copy of Dissolution filing from OR Secretary of State Priority Mail Delivery of all documents Unlimited Customer Support We also offer these Oregon Corporation Dissolution services separately as explained on the right side of this web page. What do I have to do if I want to Dissolve a Foreign Corporation that is tied to an OR Domestic Corporation? If there are Foreign Corporations in states other than Oregon that are tied to the Domestic Oregon Corporation then each of those Foreign Corporations must be Dissolved before the Oregon Corporation is legally Dissolved. How long before someone can use my Corporation name in Oregon after I Dissolve? An Oregon Corporation company name becomes available for anyone to use when the Oregon Corporation is Dissolved by the Oregon Secretary of State. There are no Corporation company name protections in Oregon once an Oregon Corporation has been Dissolved by the Oregon Secretary of State. Do I have to publish a Notice of Dissolution of the Oregon Corporation? There are no state of Oregon requirements for the publication of a Notice of Dissolution of an Oregon Corporation. While the Oregon Secretary of State does not legally require the publication of a Notice of Dissolution of an Oregon Corporation, publication is a good way to notify anyone who might have a claim against the Oregon Corporation.  Evidence of publication might prove useful down the line if someone makes a claim against the OR Corporation after the Oregon Corporation has been dissolved.	OREGON CORPORATION DISSOLUTION SERVICES For $249.00 our Oregon Corporation Dissolution Services include: Same day processing explain We will start processing your application for an Oregon Corporation Dissolution on the same day that you submit your order.  We get your OR Corporation Dissolution filing to the Oregon Secretary of State as fast as possible.  Once they get the application, the OR Secretary of State usually takes 5-7 business days to process an Oregon Corporation Dissolution filing. Transcribe minutes of Board of Directors meeting which proposes Dissolution Transcribe minutes of Shareholders meeting at which Dissolution was approved Prepare and file Articles of Dissolution with the Oregon Secretary of State Prepare US IRS Form 966 for you to sign and file Prepare documents to cancel the Federal EIN account linked to the Oregon Corporation Certified copy of Dissolution filing from OR Secretary of State Priority Mail Delivery of all documents Unlimited Customer Support A LA CARTE OREGON DISSOLUTION SERVICES If you don't need our complete Oregon Corporation Dissolution package we offer our Dissolution services separately check the box next to any option, price will be calculated automatically Transcribe Board meeting minutes - $75.00   explain If a Board of Directors has been appointed for the Oregon Corporation then the Board is required to adopt a resolution to Dissolve the OR Corporation. Minutes of the meeting must be recorded and retained in the business records. We will transcribe the minutes of the Board meeting into a format that is legally acceptable in the state of Oregon. We will also compile a formal resolution to Dissolve the Oregon Corporation for your records. Transcribe Shareholder meeting minutes - $75.00   explain If an Oregon Corporation has issued shares of stock then a majority of Corporate Shareholders must approve the Dissolution plan. The approval actions should be documented and kept in the business records. We will transcribe the minutes of the Shareholder meeting into a format that is legally acceptable in the state of Oregon. Prepare and file Articles of Dissolution - $75.00   explain As soon as the preliminary Oregon Corporation Dissolution actions are completed we will prepare and file the Articles of Dissolution with the Oregon Secretary of State in the quickest way possible Prepare IRS Form 966 - $65.00   explain All Dissolved Oregon Corporations must file IRS Form 966 with the US Internal Revenue Service. This filing is required within 30 days after the final Dissolution plan is approved. Filing IRS Form 966 lets the Federal Government know that the Oregon Corporation has been legally Dissolved. We will prepare IRS Form 966 for you to file. Prepare EIN cancellation documents - $65.00   explain A Federal Tax ID, or Federal Employer Identification Number (EIN), is like the Social Security Number for the Oregon Corporation.  Once the IRS links an EIN to an Oregon Corporation, that EIN stays with the Oregon Corporation even after the Company has been Dissolved by the Oregon Secretary of State. When the IRS processes the final tax return for the Oregon Corporation, they automatically make the EIN inactive.  However, the account associated with the EIN is not automatically closed by the IRS.  Closing the account associated with the EIN lessens the likelihood of any problems with the EIN account - or with the IRS - in the future. We will prepare formal documents to get your Oregon Corporation's EIN account closed as quickly as possible. Processing fees $249.00 Oregon Dissolution fees $130.00 Optional services $0.00 Total cost $379.00 OUR ADVANTAGE We start processing your Oregon Corporation Dissolution order as soon as it arrives. We get your documents to the Oregon Secretary of State in the quickest possible way.  We guarantee our work.  If you're not satisfied with our Oregon Dissolution services we will refund 100% of your processing fees. We've been helping Corporations legally Dissolve in Oregon for over ten years.  Our A+ BBB rating speaks for itself! 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