How to Create a Series LLC in Oregon

What Is a Series LLC?

A Series LLC is a unique form of a limited liability company that allows for the creation of multiple, distinct series or cells within a single LLC. Each series operates independently, with its own assets, liabilities, and members. This structure allows for the segregation of assets and liabilities among the series, providing liability protection for each series from the debts and obligations of the others.

Does Oregon Allow Series LLCs?

As of the current date, Oregon does not authorize the formation of Series LLCs under its state laws. The Oregon Revised Statutes do not include provisions for Series LLCs, and thus, they cannot be formed within the state. Businesses interested in this structure may need to consider forming a Series LLC in a state that permits them and then registering as a foreign entity in Oregon if they wish to conduct business there.

Oregon Series LLC Filing Fees and Costs

While Oregon does not allow Series LLCs, in states that do, fees typically include:

• Formation Fees: Vary by state for filing the certificate of formation.
• Annual Fees: May apply for maintaining the LLC and each series.

Oregon Franchise Tax and Series LLCs

Oregon does not impose a franchise tax on LLCs. However, in states with Series LLCs, each series may have separate tax obligations.

Additional Resources

• Oregon Secretary of State
• Business Division/Formation Page
• Oregon Revised Statutes
• Oregon Department of Revenue
• Contact: Phone: 503-986-2200, Email: corporation.division@oregon.gov

This article provides general information about Oregon LLC formation requirements under the Oregon Revised Statutes. It is not intended as legal advice. Persons forming an LLC should consult with a private attorney regarding their specific circumstances.