LLC Annual and Biennial Report Requirements in Oregon
At a glance
| Periodic report obligation | Yes — an annual report delivered to the Secretary of State. Both domestic LLCs and foreign LLCs authorized to transact business in Oregon must file (ORS 63.787(1)) |
|---|---|
| Frequency and first report | Annual. The report is due by the LLC's anniversary, so the first report is due by the first anniversary of formation (or of the foreign LLC's authorization); every year thereafter by that anniversary (ORS 63.787(1)) |
| Due date and filing window | By the LLC's anniversary date each year (the formation anniversary for a domestic LLC; the authorization anniversary for a foreign LLC). Information must be current as of 30 days before the anniversary. The Secretary mails a reminder form, but not receiving it does not excuse filing (ORS 63.787(1)-(3)) |
| Filing office and method | Oregon Secretary of State, Corporation Division, online through the Oregon Business Registry; a mailed renewal form is also available |
| Required information | LLC name and the state or country under whose law it is organized; the registered office street address and registered agent name; the principal office address; and any additional identifying information the Secretary requires by rule (ORS 63.787(1)) |
| Filing fee and related charges | $100 per annual report (ORS 56.140(2); Oregon Business Registry renewal fee, as of 2026-07-16). This Secretary of State renewal is separate from any Department of Revenue tax filing |
| Late fee and delinquency | No statutory late fee. But not delivering the annual report when due is itself a ground for administrative dissolution, as is not paying a fee when due (ORS 63.647(1)-(2)) |
| Dissolution, reinstatement, and cure | After a missed report, the Secretary gives written notice; if the LLC does not correct the ground within 45 days, the Secretary administratively dissolves it (ORS 63.651(2)). A dissolved LLC continues only to wind up (ORS 63.651(3)). It may apply to reinstate within five years of dissolution (waivable), and reinstatement relates back to the dissolution date as if it never occurred (ORS 63.654). A foreign LLC's authority is revoked instead, with a parallel five-year reinstatement (ORS 63.741, 63.747) |
Requirements one by one
Your deadline is your anniversary
Oregon ties the annual report to the LLC's own anniversary, not to one statewide date. Under ORS 63.787(1), a domestic LLC (and a foreign LLC authorized to do business here) must deliver an annual report "by the limited liability company's anniversary" each year. So the first report is due by the first anniversary of the day the LLC was formed, and each year after that on the same anniversary. The information in the report must be current as of 30 days before that anniversary (§ 63.787(2)).
The Secretary of State mails a reminder form to the address on file, but the statute is explicit that not receiving it "does not relieve the limited liability company of the limited liability company's duty" to file (§ 63.787(3)). The duty runs on the calendar, not on the mail.
The report is short and filed online
Section 63.787(1) lists what the report sets forth: the LLC name and the state or country where it is organized; the registered office street address and the registered agent's name; the principal office address; and any additional identifying information the Secretary requires by rule. It is filed with the Secretary of State's Corporation Division, most easily online through the Oregon Business Registry; a mailed renewal form is also available.
The fee is $100
The annual-report (renewal) fee is $100 (ORS 56.140(2); Oregon Business Registry renewal fee, as of July 16, 2026). This is a Secretary of State filing and fee, separate from any Oregon Department of Revenue tax return the business may owe.
There is no late fee — the risk is dissolution
Oregon does not charge a flat or per-day late fee for a late LLC annual report. Instead, the consequence is structural: not delivering the annual report when due is a ground for administrative dissolution, and so is failing to pay a fee when due (ORS 63.647(1)–(2)). A late filing that is simply brought current avoids that path, but leaving it unfiled starts the dissolution clock described next.
Administrative dissolution, then a five-year window to reinstate
When a ground exists, the Secretary of State gives the LLC written notice (ORS 63.651(1)). If the company does not correct the ground — or show the Secretary it does not exist — within 45 days of that notice, the Secretary administratively dissolves it (§ 63.651(2)). A dissolved LLC still exists but may act only to wind up and liquidate (§ 63.651(3)); its registered agent's authority continues (§ 63.651(4)).
The company can come back. Under ORS 63.654(1), it may apply for reinstatement within five years from the date of dissolution, stating that the grounds no longer exist. When reinstatement takes effect, it "relates back to and takes effect as of the effective date of the administrative dissolution," so the LLC is treated as if it never lapsed (§ 63.654(3)). The Secretary may waive the five-year limit if the company shows continued activity (§ 63.654(4)). A foreign LLC follows a parallel track: its authority to transact business is revoked for a missed report (ORS 63.741), with reinstatement available within five years (ORS 63.747).
What trips people up
- The reminder is a courtesy, not the trigger. The report is due on your anniversary whether or not the mailed form arrives (§ 63.787(3)). Relying on the notice is how filings get missed.
- "No late fee" is not "no consequence." Oregon skips the late penalty many states charge, but a missed report is a direct ground for administrative dissolution (§ 63.647(2)).
- Dissolution is not immediate. The Secretary must give notice and wait 45 days before dissolving (§ 63.651(2)). Correcting the ground within that window stops it.
- Reinstatement has a five-year clock. Unlike some states that let you reinstate at any time, Oregon sets a five-year limit from the dissolution date, though the Secretary can waive it on evidence of continued activity (§ 63.654(1), (4)).
Common questions
When is my Oregon LLC's first annual report due? By the first anniversary of the date your LLC was formed, and by that same anniversary every year after (§ 63.787(1)).
Is there a penalty for filing late? Oregon does not charge a late fee. But if you leave the report unfiled, the Secretary can begin administrative dissolution, giving you 45 days after notice to fix it (§§ 63.647, 63.651).
Can I get my LLC back after it is administratively dissolved? Yes, if you apply within five years of the dissolution (the Secretary can waive that limit on evidence of continued activity). Reinstatement relates back to the dissolution date, as if it never happened (§ 63.654).
Statutes and sources
- ORS 63.787 — LLC annual report: anniversary due date, contents, the 30-day-current rule, and that non-receipt of the form is no excuse. https://www.oregonlegislature.gov/bills_laws/ors/ors063.html (accessed 2026-07-16)
- ORS 56.140 — Secretary of State fees: the $100 annual-report fee. https://www.oregonlegislature.gov/bills_laws/ors/ors056.html (accessed 2026-07-16)
- ORS 63.647 — grounds for administrative dissolution, including a missed annual report and unpaid fees. https://www.oregonlegislature.gov/bills_laws/ors/ors063.html (accessed 2026-07-16)
- ORS 63.651 — procedure: written notice, the 45-day cure period, and the wind-up-only effect of dissolution. https://www.oregonlegislature.gov/bills_laws/ors/ors063.html (accessed 2026-07-16)
- ORS 63.654 — reinstatement within five years (waivable) and relation back to the dissolution date. https://www.oregonlegislature.gov/bills_laws/ors/ors063.html (accessed 2026-07-16)
Source links
Every statute quoted above, linked, with the date we checked it.
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