2021 Oregon Revised Statutes
Chapter 063 - Limited Liability Companies
Section 63.787 - Annual report; updates; rules.


(a) The name of the limited liability company and the state or country under whose law the limited liability company is organized;
(b) The street address of the limited liability company’s registered office and name of the limited liability company’s registered agent at the registered office in this state;
(c) The address, including street and number and mailing address, if different, of the limited liability company’s principal office;
(d) The names and addresses of the managers for a manager-managed limited liability company or the name and address of at least one member for a member-managed limited liability company;
(e) A description of the primary business activity of the limited liability company; and
(f) Additional identifying information that the Secretary of State may require by rule.
(2) The information contained in the annual report must be current as of 30 days before the anniversary of the limited liability company.
(3) The Secretary of State shall mail the annual report form to any address shown for the limited liability company in the current records of the office of the Secretary of State. The failure of the limited liability company to receive the annual report form from the Secretary of State does not relieve the limited liability company of the limited liability company’s duty under this section to deliver an annual report to the office.
(4) If an annual report does not contain the information this section requires, the Secretary of State shall notify the reporting domestic or foreign limited liability company in writing and return the report to the domestic or foreign limited liability company for correction. The domestic or foreign limited liability company must correct the error within 45 days after the Secretary of State gives the notice.
(5)(a) A domestic or foreign limited liability company may update information that is required or permitted in an annual report filing at any time by delivering to the office of the Secretary of State for filing:
(A) An amendment to the annual report if a change in the information set forth in the annual report occurs after the report is delivered to the office for filing and before the next anniversary; or
(B) A statement with the change if the update occurs before the domestic or foreign limited liability company files the first annual report.
(b) This subsection applies only to a change that is not required to be made by an amendment to the articles of organization.
(c) The amendment to the annual report filed under paragraph (a) of this subsection must set forth:
(A) The name of the limited liability company as shown on the records of the office; and
(B) The information as changed. [1993 c.173 §100; 1995 c.93 §23; 1999 c.86 §18; 2007 c.186 §7; 2011 c.147 §12]

Structure 2021 Oregon Revised Statutes

2021 Oregon Revised Statutes

Volume : 02 - Business Organizations, Commercial Code

Chapter 063 - Limited Liability Companies

Section 63.001 - Definitions.

Section 63.002 - Inclusion of limited liability companies and managers and members of limited liability companies in definitions.

Section 63.004 - Filing requirements.

Section 63.011 - Effective time and date of document.

Section 63.014 - Correcting filed document.

Section 63.017 - Filing duty of Secretary of State.

Section 63.024 - Evidentiary effect of copy of filed document.

Section 63.027 - Certificate of existence or authorization.

Section 63.032 - Investigations of violations of chapter; confidentiality; penalties; administrative dissolution; rules.

Section 63.034 - Knowledge and notice.

Section 63.047 - Articles of organization.

Section 63.051 - Organization.

Section 63.074 - Purposes; prohibition on illegal purposes.

Section 63.077 - General powers.

Section 63.094 - Limited liability company name.

Section 63.097 - Reserved name.

Section 63.101 - Registered name.

Section 63.111 - Registered office and registered agent.

Section 63.114 - Change of registered office or registered agent.

Section 63.117 - Resignation of registered agent.

Section 63.121 - Service on limited liability company.

Section 63.130 - Rights of members and managers; matters requiring consent of all or majority of members.

Section 63.140 - Agency power of managers and members; interest in real property.

Section 63.155 - Duties and standard of conduct.

Section 63.160 - Limitation of liability and indemnification.

Section 63.165 - Liability of members and managers.

Section 63.180 - Liability for contributions.

Section 63.185 - Allocation of profits and losses.

Section 63.205 - Voluntary withdrawal of member.

Section 63.209 - Expulsion of member.

Section 63.219 - Distribution in kind.

Section 63.229 - Limitations on distribution.

Section 63.235 - Liability for wrongful distribution.

Section 63.245 - Admission of members.

Section 63.249 - Assignment of membership interest; effect of assignment.

Section 63.255 - Rights of assignee who becomes member.

Section 63.265 - Cessation of membership.

Section 63.431 - Operating agreement.

Section 63.434 - Amendment to articles of organization.

Section 63.437 - Restated articles of organization.

Section 63.441 - Amendment by managers.

Section 63.467 - Definitions for ORS 63.467 to 63.497.

Section 63.470 - Conversion.

Section 63.473 - Action on plan of conversion.

Section 63.476 - Articles and plan of conversion.

Section 63.479 - Effect of conversion; entity existence continues; assumed business name.

Section 63.481 - Merger.

Section 63.487 - Action on plan of merger.

Section 63.494 - Articles and plan of merger.

Section 63.497 - Effect of merger.

Section 63.621 - Dissolution.

Section 63.625 - Distribution of assets upon dissolution.

Section 63.629 - Agency power of members and managers after dissolution.

Section 63.631 - Articles of dissolution.

Section 63.637 - Effect of dissolution; winding up.

Section 63.641 - Known claims against dissolved limited liability company.

Section 63.644 - Unknown claims against dissolved limited liability company; use of insurance assets of dissolved company.

Section 63.645 - Enforcement of claims against dissolved limited liability company.

Section 63.647 - Grounds for administrative dissolution.

Section 63.651 - Procedure; effect of administrative dissolution.

Section 63.654 - Reinstatement following administrative dissolution.

Section 63.657 - Appeal from denial of reinstatement.

Section 63.661 - Grounds for judicial dissolution; finding that limited liability company is shell entity; prima facie showing by Attorney General; effects; affirmative defenses.

Section 63.664 - Procedure for judicial dissolution.

Section 63.671 - Judgment of dissolution.

Section 63.701 - Authority to transact business required.

Section 63.704 - Consequences of transacting business without authority.

Section 63.707 - Application for authority to transact business.

Section 63.711 - Amendment to application for authority.

Section 63.714 - Effect of authority.

Section 63.717 - Name of foreign limited liability company.

Section 63.721 - Registered office and registered agent of foreign limited liability company.

Section 63.724 - Change of registered office or registered agent of foreign limited liability company.

Section 63.727 - Resignation of registered agent of a foreign limited liability company.

Section 63.731 - Service on a foreign limited liability company.

Section 63.734 - Withdrawal of foreign limited liability company.

Section 63.737 - Grounds for revocation.

Section 63.741 - Procedure for and effect of revocation.

Section 63.747 - Reinstatement of authority.

Section 63.771 - Limited liability company records.

Section 63.777 - Scope of inspection right.

Section 63.781 - Court-ordered inspection.

Section 63.787 - Annual report; updates; rules.

Section 63.801 - Derivative proceedings.

Section 63.965 - Reservation of power to amend or repeal; effect of amendment or repeal.

Section 63.990 - Penalty for signing false document.

Section 63.992 - Liability for certain actions in connection with operation of shell entity; actions as false claim; enforcement by civil action.