Oregon Statutes 63.787 – Annual report; updates; rules
(1) A domestic limited liability company, and a foreign limited liability company authorized to transact business in this state, shall by the limited liability company’s anniversary deliver to the office of the Secretary of State for filing an annual report that sets forth:
Terms Used In Oregon Statutes 63.787
- Amendment: A proposal to alter the text of a pending bill or other measure by striking out some of it, by inserting new language, or both. Before an amendment becomes part of the measure, thelegislature must agree to it.
- Anniversary: means the day each year that is exactly one or more years after:
(a) The date on which the Secretary of State files the articles of organization for a domestic limited liability company. See Oregon Statutes 63.001
- Articles of organization: means the document described in ORS § 63. See Oregon Statutes 63.001
- domestic limited liability company: means an entity that is an unincorporated association that has one or more members and is organized under this chapter. See Oregon Statutes 63.001
- Foreign limited liability company: means an entity that is an unincorporated association organized under laws other than the laws of the state and that is organized under a statute under which an association may be formed that affords to each of the entity's members limited liability with respect to the liabilities of the entity. See Oregon Statutes 63.001
- Manager-managed limited liability company: means a limited liability company that is designated as a manager-managed limited liability company in the limited liability company's articles of organization or the articles of organization of which otherwise expressly provide that a manager will manage the limited liability company. See Oregon Statutes 63.001
- Member: means a person with both an ownership interest in a limited liability company and all the rights and obligations of a member specified under this chapter. See Oregon Statutes 63.001
- Member-managed limited liability company: means a limited liability company other than a manager-managed limited liability company. See Oregon Statutes 63.001
- Principal office: means the physical street address of an office, in or out of this state, where the principal executive offices of a domestic or foreign limited liability company are located and designated in the annual report or in the application for authority to transact business in this state. See Oregon Statutes 63.001
(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]
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