Nonprofit Corporation Voluntary Dissolution Filing Requirements in Oregon

At a glance

Requirements one by one

Approval and notice

Section 65.351 ordinarily gives the board a quorum of a majority of directors in office immediately before the meeting. Documents may reduce it to no fewer than one-third. A majority of directors present acts at a quorum, unless documents require more. Section 65.624(2)(b) separately permits a majority of directors in office to approve dissolution even when fewer than the required minimum remain.

For member meetings, § 65.241 says represented votes constitute a quorum unless the articles or bylaws require a higher quorum. Section 65.624 requires notice to every member, including nonvoting members, and a plan copy or summary. Written-consent and ballot solicitations likewise include that plan material. Section 65.621’s incorporator route also requires a plan and equivalent director-meeting notice.

Section 65.211 generally permits unanimous written member consent unless the documents require a meeting. Section 65.222 permits written ballots unless documents prohibit or limit them: send one to every entitled voter and meet the applicable quorum and approval thresholds. Section 65.212 supplies a separate electronic-action procedure with an announcement to every recorded member email address, at least 48 hours to vote, a maintained voting record and the statutory majority-member rule unless documents require more; that procedure cannot be used when a member’s email address is missing.

Filing and signature

Section 65.631 requires separate member-class designations, numbers, entitled votes and votes cast for and against when member approval is required. It also calls for applicable third-person approval and Attorney General notice statements. Section 65.004 requires the signer to state a name and capacity and declare under penalty of perjury that the filing does not fraudulently conceal, obscure, alter or otherwise misrepresent the identity of the signer or the corporation’s specified personnel. A mandatory form prescribed by the Secretary must be used when applicable.

Under § 65.011, a filing without a specified time is effective at 12:01 a.m. on the filing day. The same time applies when a delayed date gives no time. A delayed date may be no later than 90 days after filing. Section 56.140 generally sets $50 per nonprofit registry document and permits fee waiver.

Reversal

Section 65.634 requires revocation articles stating the corporate name, dissolution effective date, reversal authorization date and the applicable approvals. Where member or outside action was required, include the information referred to in § 65.631(1)(e)–(f). Effective reversal relates back and resumes activities as if dissolution had never occurred.

What trips people up

• The member threshold depends on corporation type. Section 65.624 gives mutual-benefit corporations the lower of two-thirds of votes cast or a majority of voting power. Public-benefit and religious corporations instead use a majority of votes cast, subject to greater or class requirements.
• Attorney General notice and the transfer wait are separate steps. Under § 65.627, public-benefit and religious corporations send written intent notice and a plan copy or summary at or before delivery of the articles. Wait 30 days after notice before transferring dissolution assets, unless earlier written consent or a written no-action indication permits it. After all or substantially all assets have been transferred, a public-benefit corporation’s board provides a recipient list with addresses and assets received.
• Asset conditions continue. Section 65.637 preserves conditional-return requirements and legal or contractual restrictions on transfers. Corporate documents and the statute’s residual routes govern the remaining assets.

Common questions

Does dissolution itself transfer title?

No. Section 65.637(2)(a) expressly preserves ownership.

Does the registered agent lose authority?

No. Section 65.637(2)(f) preserves that authority.

Statutes and sources

ORS § 65.621

65.621 Dissolution by incorporators. (1) A majority of the incorporators of a corporation that has no members and that does not yet have initial directors may, subject to any approval required by the corporation's articles of incorporation or bylaws, dissolve the corporation by delivering articles of dissolution to the Secretary of State for filing. (2) The corporation shall give the incorporators notice equivalent to that specified in ORS 65.344 (2), of any meeting at which dissolution will be considered. The notice must also state that the purpose, or one of the purposes, of the meeting is to consider dissolution of the corporation. (3) The incorporators in approving dissolution shall adopt a plan of dissolution indicating to whom the assets owned or held by the corporation will be distributed after all creditors have been paid.

Official text (accessed 2026-09-30).

ORS § 65.624

65.624 Dissolution by directors, members and third persons. (1) Unless a corporation's articles of incorporation, bylaws or the board of directors or members, acting in accordance with subsection (3) of this section, require a greater vote or voting by class, dissolution is authorized if the dissolution is approved: (a) By the board of directors; (b) By the members of a mutual benefit corporation entitled to vote on dissolution, if any, by at least two-thirds of the votes cast or a majority of the voting power, whichever is less, or by a majority of the votes cast, if the corporation is a public benefit corporation or religious corporation; and (c) In writing, by any person or persons whose approval is required for an amendment of the articles of incorporation or bylaws, as authorized by ORS 65.467, or for dissolution. (2)(a) If the corporation does not have members entitled to vote on dissolution, the board of directors must approve the dissolution. In addition, the corporation shall provide notice of any meeting of the board of directors at which such approval is to be considered in accordance with ORS 65.344 (2). The notice must also state that the purpose, or one of the purposes, of the meeting is to consider dissolution of the corporation and must contain or be accompanied by a copy or summary of the plan of dissolution. (b) Even if the number of directors in office at the time the board considers the proposed dissolution is less than the minimum required under this chapter, under the articles of incorporation or under the corporation's bylaws, a majority of the directors in office at the time the board considers the proposed dissolution may approve the dissolution. (3) The board of directors may condition the board's submission of the proposed dissolution to a vote of members, and the members may condition the members approval of the dissolution on receipt of a higher percentage of affirmative votes or on any other basis. (4) If the board of directors seeks to have dissolution approved by the members at a membership meeting, the corporation shall give all members, whether or not entitled to vote, notice of the proposed meeting in accordance with ORS 65.214. The notice must also state that the purpose, or one of the purposes, of the meeting is to consider dissolving the corporation and must contain or be accompanied by a copy or summary of the plan of dissolution. (5) If the board of directors seeks to have dissolution approved by the members by written consent or written ballot, the material soliciting the approval must contain or be accompanied by a copy or summary of the plan of dissolution. (6) The plan of dissolution must indicate to whom the assets owned or held by the corporation will be distributed after all creditors have been paid.

Official text (accessed 2026-09-30).

ORS § 65.627

65.627 Transfer or conveyance of assets as part of dissolution; notice to Attorney General. (1) A public benefit corporation or religious corporation may not transfer or convey assets as part of a dissolution until 30 days after the public benefit corporation or religious corporation has notified the Attorney General in accordance with subsection (2) of this section or until the Attorney General in writing has consented to the transfer or conveyance or indicated that the Attorney General will not take action with respect to the transfer or conveyance, whichever is earlier. (2) A public benefit corporation or religious corporation shall give the Attorney General written notice that the public benefit corporation or religious corporation intends to dissolve at or before the time the public benefit corporation or religious corporation delivers articles of dissolution to the Secretary of State. The notice must include a copy or summary of the plan of dissolution. (3) After all or substantially all of the assets of a public benefit corporation have been transferred or conveyed following approval of dissolution, the board of directors shall deliver to the Attorney General a list showing the persons to whom the assets were transferred or conveyed. The list must indicate the addresses of each person who received assets and indicate what assets each received.

Official text (accessed 2026-09-30).

ORS § 65.631

65.631 Articles of dissolution. (1) At any time after dissolution is authorized, a corporation may dissolve by delivering to the Secretary of State for filing, articles of dissolution setting forth: (a) The name of the corporation; (b) The date dissolution was authorized; (c) A statement that dissolution was approved by a sufficient vote of the board of directors; (d) If approval of members was not required, a statement to that effect and a statement that dissolution was approved by a sufficient vote of the board of directors or incorporators; (e) If approval by members entitled to vote was required: (A) The designation and number of members of, and number of votes entitled to be cast by, each class entitled to vote separately on dissolution; and (B) The total number of votes cast for and against dissolution by each class entitled to vote separately on dissolution; (f) If approval of dissolution by some person or persons other than the members entitled to vote on dissolution, the board or the incorporators is required pursuant to ORS 65.624 (1)(c), a statement that the approval was obtained; and (g) If the corporation is a public benefit corporation or religious corporation, that the notice to the Attorney General required by ORS 65.627 has been given. (2) A corporation is dissolved upon the effective date of the corporation's articles of dissolution.

Official text (accessed 2026-09-30).

ORS § 65.634

65.634 Revocation of dissolution. (1) A corporation may revoke the corporation's dissolution within 120 days after the effective date of the dissolution. (2) Revocation of dissolution must be authorized in the same manner as the dissolution was authorized unless that authorization of dissolution permits revocation by action of the board of directors alone. If the authorization of dissolution permits revocation by action of the board of directors alone, the board of directors may revoke the dissolution without action by the members or any other person. (3) After the revocation of dissolution is authorized, the corporation may revoke the dissolution by delivering to the Secretary of State for filing, articles of revocation of dissolution that set forth: (a) The name of the corporation; (b) The effective date of the dissolution that was revoked; (c) The date that the revocation of dissolution was authorized; (d) If the corporation's board of directors or incorporators revoked the dissolution, a statement to that effect; (e) If the corporation's board of directors revoked a dissolution authorized by the members alone or in conjunction with another person or persons, a statement that revocation was permitted by action by the board of directors alone pursuant to that authorization; and (f) If member or third-person action was required to revoke the dissolution, the information required by ORS 65.631 (1)(e) and (f). (4) Unless a delayed effective date is specified, revocation of dissolution is effective when articles of revocation of dissolution are filed. (5) When the revocation of dissolution is effective, the revocation relates back to and takes effect as of the effective date of the dissolution and the corporation resumes carrying on the corporation's activities as if dissolution had never occurred.

Official text (accessed 2026-09-30).

ORS § 65.637

65.637 Effect of dissolution. (1) A dissolved corporation continues the corporation's corporate existence but may not carry on any activities except activities that are appropriate to wind up and liquidate the corporation's affairs, including: (a) Preserving and protecting the corporation's assets and minimizing the corporation's liabilities; (b) Discharging or providing for discharging the corporation's liabilities and obligations; (c) Disposing of the corporation's properties that will not be distributed in kind; (d) Returning, transferring or conveying assets in accordance with a condition under which the corporation holds the assets subject to a requirement to return, transfer or convey the assets, if the condition occurs by reason of the dissolution; (e) Transferring, subject to any contractual or legal requirements, the corporation's assets as provided in or authorized by the corporation's articles of incorporation or bylaws; (f) If the corporation is a public benefit corporation or religious corporation, and the corporation has not provided in the corporation's articles of incorporation or bylaws for distributing assets on dissolution, transferring, subject to any contractual or legal requirement, the corporation's assets to one or more persons described in ORS 65.001 (38)(b); (g) If the corporation is a mutual benefit corporation and the corporation has not provided in the corporation's articles of incorporation or bylaws for distributing assets on dissolution, transferring, subject to any contractual or legal requirements, the corporation's assets to the corporation's members or, if the corporation has no members, to those persons whom the corporation purports to benefit or serve; (h) Adopting a plan of merger; and (i) Doing other acts necessary to liquidate the corporation's assets and wind up the corporation's affairs. (2) Dissolution of a corporation does not: (a) Transfer title to the corporation's property; (b) Subject the corporation's directors or officers to standards of conduct different from the standards prescribed in ORS 65.301 to 65.414; (c) Change quorum or voting requirements for the corporation's board of directors or members, change provisions for selection, resignation or removal of the corporation's directors or officers, or both, or change provisions for amending the corporation's bylaws; (d) Prevent commencement of a proceeding by or against the corporation in the corporation's corporate name; (e) Abate or suspend a proceeding pending by or against the corporation on the effective date of dissolution; or (f) Terminate the authority of the registered agent of the corporation.

Official text (accessed 2026-09-30).

ORS § 65.004

65.004 Filing requirements. (1)(a) For the Secretary of State to file a document under this chapter, the document must: (A) Satisfy the requirements set forth in this section and any other requirements in this chapter that supplement or modify the requirements set forth in this section. (B) Be a type of document that this chapter or another law requires or permits a person to file with the Secretary of State. (C) Include the information this chapter requires. (D) Be legibly written in the English language and in the alphabet used to write the English language, except as provided in subsections (3) and (4) of this section. (E) Be delivered to the Secretary of State along with the correct filing fee. A filing is effective only as provided in ORS 56.080, 65.001, 65.011, 65.014 and 65.017. (b) The document may include: (A) Information other than the information required under paragraph (a) of this subsection; (B) Arabic or Roman numerals and incidental punctuation; (C) The seal of the corporation or foreign corporation; (D) An attestation by the secretary or an assistant secretary of the corporation or foreign corporation; or (E) An acknowledgment, verification or proof. (2)(a) A person that signs a document for filing under this section must be: (A) The chairperson of the board of directors, the president or another officer of a corporation or foreign corporation; (B) An incorporator, if directors of the corporation or foreign corporation have not been selected or if the execution of the document occurs before an organizational meeting has occurred; (C) A receiver, trustee or other court-appointed fiduciary, if the corporation or foreign corporation is subject to the control of the receiver, trustee or fiduciary; (D) The person specified in any section of this chapter that required the document to be filed; or (E) An agent of a person identified in this paragraph, if the person authorizes the agent to execute the document. (b) The person that signs the document shall: (A) State beneath or opposite the person's signature the person's name and the capacity in which the person signs; and (B) Declare, above the person's signature and under penalty of perjury, that the document does not fraudulently conceal, fraudulently obscure, fraudulently alter or otherwise misrepresent the identity of the person or any of the directors, officers, employees or agents of the corporation on behalf of which the person signs. (3)(a) If under ORS 65.016 the Secretary of State has prescribed a mandatory form for a document, including an electronic form, the document must be in or on the prescribed form. (b) The Secretary of State shall make versions of the form described in paragraph (a) of this subsection available in at least the five languages that are most commonly spoken and written in this state by persons with limited proficiency in the English language. Each version of the form must include an English translation of the form's contents. (c) For the purpose described in paragraph (b) of this subsection, the Secretary of State shall specify Spanish, Chinese, Vietnamese, Russian and Korean as the five languages that are most commonly spoken and written in this state by persons with limited proficiency in the English language. The Secretary of State shall review the specification in this paragraph after the completion of the 2030 United States Census and each subsequent decennial census and shall recommend in a report to the Joint Committee on Ways and Means any changes in the specification that the Secretary of State deems necessary. The Secretary of State may change the specification only after receiving the approval of the Legislative Assembly and an appropriation in an amount that is sufficient to pay the costs of updating each version of the mandatory form and any system the Secretary of State uses to process the mandatory form. (d) If a person completes with, or attaches to, a form described in paragraph (a) or (b) of this subsection information written in a language other than English, the person shall submit a reasonably authenticated English translation of the information along with the form. (4) A certificate of existence required for a foreign corporation may be written in a language other than English if a reasonably authenticated English translation accompanies the certificate. [Amended by 1999 c.486 10; 2013 c.159 10; 2019 c.174 8; 2019 c.597 5] 65.007 Filing, service, copying and certification fees. The Secretary of State shall collect the fees described in ORS 56.140 for each document delivered for filing under this chapter and for process served on the secretary under this chapter. The secretary may collect the fees described in ORS 56.140 for copying any public record under this chapter, certifying the copy or certifying to other facts of record under this chapter.

Official text (accessed 2026-09-30).

ORS § 65.011

65.011 Effective time and date of document. (1) Except as provided in subsection (2) of this section and ORS 56.080, 65.014 and 65.275, a document accepted for filing after review is effective: (a) On the date the Secretary of State files the document; and (b) At the time, if any, the document specifies as the document's effective time or at 12:01 a.m. on that date if the document does not specify an effective time. (2) If a document specifies a delayed effective time and date, the document becomes effective at the time and date specified. If a document specifies a delayed effective date but no time, the document becomes effective at 12:01 a.m. on that date. A delayed effective date for a document may not be later than the 90th day after the date the document is filed.

Official text (accessed 2026-09-30).

ORS § 65.007

65.007 Filing, service, copying and certification fees. The Secretary of State shall collect the fees described in ORS 56.140 for each document delivered for filing under this chapter and for process served on the secretary under this chapter. The secretary may collect the fees described in ORS 56.140 for copying any public record under this chapter, certifying the copy or certifying to other facts of record under this chapter.

Official text (accessed 2026-09-30).

ORS § 65.241

65.241 Quorum requirements. (1) Unless the articles of incorporation or bylaws provide for a higher quorum, votes represented at a meeting of members constitute a quorum. (2) An amendment to the articles of incorporation or bylaws to decrease the quorum for any action of the members may be approved by the members or, unless prohibited by the articles of incorporation or bylaws, by the board of directors. (3) An amendment to the articles of incorporation or bylaws to increase the quorum required for any action of the members must be approved by the members.

Official text (accessed 2026-09-30).

ORS § 65.214

65.214 Notice of meeting. (1) A corporation shall give notice of membership meetings in a fair and reasonable manner that is consistent with the corporation's bylaws. The corporation must give notice to members entitled to vote at the meeting and to any other person specified in this chapter, the articles of incorporation or the bylaws. (2) Any notice that conforms to the requirements of subsection (3) of this section is fair and reasonable, but other means of giving notice may also be fair and reasonable when all the circumstances are considered, provided, however, that notice of matters referred to in subsection (3)(b) of this section must be given as provided in subsection (3) of this section. (3) Notice is fair and reasonable if: (a) The corporation notifies the corporation's members of the place, date and time of each meeting in accordance with ORS 65.034 no fewer than seven days before the meeting; (b) Notice of an annual or regular meeting includes a description of any matter or matters that the members must approve under ORS 65.361, 65.404, 65.414 (1)(a), 65.437, 65.464, 65.487, 65.534 or 65.624; and (c) Notice of a special meeting includes a description of the purpose or purposes for which the meeting is called. (4) Unless the bylaws require otherwise, if a meeting is adjourned to a different date, time or place, notice need not be given of the new date, time or place, if the new date, time or place is announced at the meeting before adjournment. If a new record date for the adjourned meeting is or must be fixed under ORS 65.221, notice of the adjourned meeting must be given under this section to the persons who are members as of the new record date.

Official text (accessed 2026-09-30).

ORS § 65.211

65.211 Action without meeting. (1) Unless a corporation's articles of incorporation or bylaws specify that a members meeting is necessary to take an action, action required or permitted by this chapter to be taken at a members meeting may be taken without a meeting if the action is taken by all the members entitled to vote on the action. The action must be evidenced by one or more written consents describing the action taken, signed by all the members entitled to vote on the action, and delivered to the corporation for inclusion in the minutes or filing with the corporate records. Action taken under this section is effective when the last member signs the consent, unless the consent specifies an earlier or later effective date. If in taking an action without a meeting the corporation complies with the requirements of ORS 65.212, the requirements in this subsection that all members entitled to vote on the action must take the action and must sign a written consent describing the action do not apply. (2) If not otherwise determined under ORS 65.207 or 65.221, the record date for determining members entitled to take action without a meeting is the date the first member signs the consent under subsection (1) of this section. (3) A consent signed under this section has the effect of a meeting vote and may be described as a meeting vote in any document.

Official text (accessed 2026-09-30).

ORS § 65.212

65.212 Members use of electronic mail or other electronic means to discuss issues or take action. (1) Unless a corporation's articles of incorporation or bylaws provide otherwise, the corporation's members may, without a meeting, use electronic mail or other electronic means to take action that this chapter otherwise requires or permits the members to take at a meeting if the corporation complies with this section. (2)(a) Before taking an action under subsection (1) of this section, a corporation shall send to the electronic mail address that each member provided to the corporation for receiving communications from the corporation an electronic mail announcement that states that the members will take the action. (b) The electronic mail announcement the corporation sends under paragraph (a) of this subsection must include a description of the matter on which the members will take action. The electronic mail announcement must specify a deadline of not less than 48 hours after the time the corporation sends the announcement in which a member may record the member's vote. (c) The corporation shall include the electronic mail announcement described in this subsection and a record of the members votes in the minutes for the meeting or shall file the announcement and record of the members votes in documents that reflect the action that the members took. (3) Notwithstanding subsection (1) of this section, a corporation's members may not use electronic mail or other electronic means to take action if the corporation does not have a record of an electronic mail address for a member. (4) A member may change the member's vote at any time before the deadline set forth in the electronic mail announcement described in subsection (2) of this section. (5) An affirmative vote of the majority of the members at the time the members take an action by means of electronic mail or by other electronic means is an act of the members, unless a corporation's articles of incorporation or bylaws require an affirmative vote of a greater number of members. The members action under this subsection has the effect of a meeting vote and the corporation may describe the action as a meeting vote in any document. (6) The members action under subsection (5) of this section is effective on the deadline specified in the electronic mail announcement described in subsection (2) of this section, unless the announcement specifies a different effective date or time. (7) Unless a record date for determining members who may take an action without a meeting under this section is set in accordance with ORS 65.207 or 65.221, the record date is the date of the electronic mail announcement described in subsection (2)(a) of this section. (8) Members may use electronic mail to discuss an issue that comes before the members.

Official text (accessed 2026-09-30).

ORS § 65.222

65.222 Action by written ballot. (1) Unless prohibited or limited by the articles of incorporation or bylaws, any action that may be taken at any annual, regular or special meeting of members may be taken without a meeting if the corporation delivers a written ballot to every member entitled to vote on the matter. (2) A written ballot must: (a) Set forth each proposed action; and (b) Provide an opportunity to vote for or against each proposed action. (3)(a) Approval by written ballot pursuant to this section is valid only when: (A) The number of votes cast by ballot equals or exceeds any quorum required to be present at a meeting authorizing the action; and (B) The number of approvals equals or exceeds the number of votes that would be required to approve the matter at a meeting at which the total number of votes cast was the same as the number of votes cast by ballot. (b) For the purposes of this subsection, the number of votes cast by ballot constitutes a quorum if the number of members who attend a meeting constitutes a quorum. (4) All solicitations for votes by written ballot must: (a) Indicate the number of responses needed to meet the quorum requirements; (b) State the percentage of approvals necessary to approve each matter other than election of directors; and (c) Specify a reasonable time by which a ballot must be received by the corporation in order to be counted. (5) Except as otherwise provided in the articles of incorporation or bylaws, a written ballot may not be revoked.

Official text (accessed 2026-09-30).

ORS § 65.344

65.344 Call and notice of meetings. (1) Unless the articles of incorporation, bylaws or this chapter provides otherwise, regular meetings of the board of directors may be held without additional notice of the date, time, place or purpose of the meeting. (2) Unless the articles of incorporation or bylaws provide for a longer or shorter period, a corporation shall give notice of the date, time and place of special meetings of the board of directors to each director in accordance with ORS 65.034 and at least two days before the meeting. Unless the articles of incorporation, bylaws or this chapter provides otherwise, the notice need not describe the purposes of the special meeting. (3) Unless the articles of incorporation or bylaws provide otherwise, the presiding officer of the board of directors, the president or 20 percent of the directors then in office may call and give notice of a meeting of the board.

Official text (accessed 2026-09-30).

ORS § 65.351

65.351 Quorum and voting. (1) Unless the articles of incorporation or bylaws require a greater number or a lesser number than the number authorized under subsection (2) of this section, a quorum of a board of directors consists of a majority of the number of directors in office immediately before the meeting begins. (2) The articles of incorporation or bylaws may authorize a quorum of a board of directors to consist of no fewer than one-third of the number of directors in office immediately before a meeting begins. (3) If a quorum is present when a vote is taken, the affirmative vote of a majority of directors present when the act is taken is the act of the board of directors unless the articles of incorporation or bylaws require the vote of a greater number of directors. A director is considered present regardless of whether the director votes or abstains from voting. Each director has one vote and may not vote by proxy. (4) A director who is present at a meeting of the board of directors or a committee of the board of directors when corporate action is taken is deemed to have assented to the action taken unless: (a) The director objects at the beginning of the meeting, or promptly upon the director's arrival, to holding the meeting or transacting the business at the meeting; (b) The director's dissent or abstention from the action taken is entered in the minutes of the meeting; or (c) The director delivers written notice of dissent or abstention to the presiding officer of the meeting before the meeting's adjournment or to the corporation immediately after the meeting adjourns. The right of dissent or abstention is not available to a director who votes in favor of the action taken.

Official text (accessed 2026-09-30).

ORS § 65.341

65.341 Action without meeting. (1) Unless the articles of incorporation or bylaws specify that a board of directors meeting is necessary to take an action, action required or permitted by this chapter to be taken at a board of directors meeting may be taken without a meeting if the action is taken by all members of the board of directors. The action must be evidenced by one or more written consents describing the action taken, signed by each director, and included in the minutes or filed with the corporate records reflecting the action taken. (2) Action taken under this section is effective when the last director signs the consent, unless the consent specifies an earlier or later effective date. (3) A consent signed under this section has the effect of a meeting vote and may be described as a meeting vote in any document.

Official text (accessed 2026-09-30).

ORS § 56.140(4), (7)

56.140 Fees; waiver; rules. (1) The Secretary of State shall collect a nonrefundable fee of $100 for each of the following documents delivered to the Secretary of State for filing: (a) Articles of incorporation delivered for filing under ORS 58.085. (b) Articles of incorporation delivered for filing under ORS 60.051. (c) Articles of incorporation delivered for filing under ORS 62.511. (d) Articles of organization delivered for filing under ORS 63.051. (e) Applications for registration delivered for filing under ORS 67.603. (f) Certificates of limited partnership delivered for filing under ORS 70.075. (g) Trust documents delivered for filing under ORS 128.575. (h) Articles of incorporation delivered for filing under ORS 554.020. (2) The Secretary of State shall collect a nonrefundable fee of $100 for annual reports delivered for filing by an entity subject to a fee under subsection (1) of this section, and for any other related document that the entity may or must file with the Secretary of State. (3)(a) Except as provided in paragraph (b) of this subsection, the Secretary of State shall collect a nonrefundable fee of $275 for each of the following documents delivered to the Secretary of State for filing: (A) Applications for authority to transact business in this state delivered under ORS 58.134, 60.707, 63.707 or 67.710. (B) Applications for registration under ORS 70.355. (C) Annual reports delivered for filing by an entity subject to a fee under subparagraph (A) or (B) of this paragraph, and for any other related document that the entity may or must file with the Secretary of State. (b) If an eligible Indian tribe, as defined in ORS 307.181 (4)(a), owns, charters or registers an entity or otherwise authorizes an entity to conduct business and the entity files a document that is subject to a fee under paragraph (a) of this subsection, the Secretary of State shall collect a nonrefundable fee of $100 for filing the document if the entity accompanies the filing with a certificate showing that the eligible Indian tribe owned, chartered or registered the entity or otherwise authorized the entity to conduct business. The Secretary of State by rule may specify the type or form and format of the certificate that the Secretary of State will accept under this paragraph. (4) For documents other than those specified in subsections (1), (2) and (3) of this section, except as provided in ORS 65.787 (6), the Secretary of State shall collect a nonrefundable fee of $50 for each document delivered for filing to the Secretary of State as part of the secretary's business registry functions described in ORS 56.022. (5) The Secretary of State by rule may establish fees, in addition to those provided for in subsections (1) to (4) of this section, for: (a) Copying any public record maintained by the secretary and relating to the secretary's business registry functions, and for certifying the copy; and (b) Certifying to other facts of record, including certificates of existence, relating to the secretary's business registry functions. (6) The Secretary of State shall collect a nonrefundable fee of $20 each time process that is related to the Secretary of State's business registry functions is served on the Secretary of State. (7) The Secretary of State may waive collection of any fee, charge or interest or portion of a fee, charge or interest that the Secretary of State may collect as part of the secretary's business registry functions. (8) The Secretary of State by rule shall establish and collect reasonable fees for the following services relating to the secretary's business registry functions: (a) Computer generated lists on electronic data processing media. (b) Terminal access to the files of the office. (c) Microfilm records of the files of the office. (d) Microfilm processing and development services. (e) Copies of the programs and files on paper or electronic data processing media.

Official text (accessed 2026-09-30).