Oregon Secretary of State

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Domestic Nonprofit Corporation Registration

Business Overview

Business Name:
For a nonprofit, it is optional to use a corporate designation, such as “Corporation,” “Company,” “Incorporated," or an abbreviation of one of such words. You may use the link online to check name availability. Final determination is made by Corporation Division at the time of filing. (Get help for business name availability​.)

Activity Description:
A brief description of the primary activity of your nonprofit. Examples: charity for children, religious ministry, homeowners’ association, booster club.

Business Email:
This address is used (rarely) for certain types of notices, but not the regular renewal notice. (This will not be a public record.)

Mailing Address for Notices:
The address where notices from the Oregon Corporation Division will be sent, including renewal notices. This address may be a Post Office Box.

Daytime Contact:
The name and phone number of the person to call during regular business hours if there are questions about this filing. (This will not be a public record.)​
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Notification Options

​Select a notification method for future renewals, and if email is chosen, complete a name and the required address. (This will not be a public record.)

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Registered Agent Information

Registered Agent is an:
The person or registered entity authorized to accept legal documents for the business.  For an Entity of Record, enter its Registry Number. (“Find Registry Number” allows you to look it up.)

Oregon Physical Address:
This Oregon street address must be suitable for personal delivery of legal papers to the Registered Agent. The registered office may not be a PO Box, commercial mail receiving agency, a mail forwarding business, or a virtual office.

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Incorporators

Add Incorporator
Name(s), added one-at-a-time, of the individual(s) or business entity(ies) making the initial filing to establish the nonprofit corporation.​
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Initial President and Secretary

​Adding President and Secretary are optional, but it is required by most banks to set up a business account. President and Secretary may be the same name.  Address may be a business or mailing address.

NOTE: Adding an initial Treasurer is not an option when filing online, but the paper Articles of Incorporation – Nonprofit paper form does provide for this. Another option, after filing online, is to mail or fax the (free) Information Change form to document the Treasurer’s name and address. (See its instructions here.)

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Nonprofit Type and Member

Nonprofit Type:

A nonprofit corporation must designate whether it is a Public Benefit, Mutual Benefit or Religious corporation.

Public Benefit corporation: a corporation that:
​​Is tax exempt under section 501(c)(3) of the Internal Revenue Code or is organized for a public or charitable purpose.
On dissolution must distribute its assets to an organization organized for public or charitable purpose, to a religious corporation, to the United States, to a state, or to an organization that is tax exempt under 501(c)(3) of the Internal Revenue Code.
Does not fall within the definition of Religious corporation.​​

Mutual Benefit corporation: a corporation that does not fall within the definition of public or Religious corporation (for example, a social club).​

Religious corporation: a corporation organized primarily or exclusively for religious purposes.

Will this corporation have members?
You must state whether the corporation will have members. Members are defined as people who have authority to vote on certain things, such as directorships.
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Distribution of Assets

It's required to state how the assets of the nonprofit will be distributed at the time of dissolution.​ Follow the instructions online, or consult an attorney if you have questions.
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Optional Provisions

 - The corporation elects to indemnify...
Check this box to elect the indemnification provisions of ORS 58.185 or 60.387-60.414.

- Text of other Optional Provisions: 
List any other provision(s) for the regulation of the internal affairs of the organization.  Consult an attorney if you have questions.

Examples of Optional Provisions:
Listing the purpose or purposes for which the entity is organized.
Provisions for managing the business and regulating the affairs of the entity.
Defining, limiting and regulating the powers of the entity​.​​​
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