WinddownGuides

Dissolving a company in Oregon

The state-level facts for closing an LLC or corporation in Oregon: the dissolution filing, its fee, whether tax clearance comes first, and the tax obligations that keep accruing until the filing is accepted. Every fact links to the official government source it was read from.

Oregon LLC

Dissolution filing
Articles of Amendment/Dissolution – Limited Liability Company — filed with the Oregon Secretary of State, Corporation Division. (official source)
Filing fee
$100 (official source)
Tax clearance before filing
Not required before the dissolution filing. (official source)
Final state return
File the final Oregon return for the LLC's tax classification with the Department of Revenue (pass-through by default; an LLC taxed as a corporation files a final OR-20-series return). (official source)

Worth knowing

  • One combined form covers both amendment and dissolution for LLCs; complete only the dissolution sections (6-9).
  • SoS filing fees are nonrefundable and must be paid in advance.
  • Report closure to any city or county where the business holds a local license.

Oregon corporation

Dissolution filing
Articles of Dissolution – Business/Professional Corporation — filed with the Oregon Secretary of State, Corporation Division. (official source)
Filing fee
$100 (official source)
Tax clearance before filing
Not required before the dissolution filing. (official source)
Oregon corporation excise tax (minimum tax)
File a final corporation excise/income tax return (Form OR-20 or OR-20-S); excise tax filers owe the greater of calculated tax or the $150 minimum tax for the final year of doing business in Oregon. (official source)
Final state return
File the final Oregon corporation excise/income tax return (OR-20 series) with the Department of Revenue; minimum tax for excise filers is $150. (official source)

Worth knowing

  • The dissolution form requires the date dissolution was authorized (no future dates) and shareholder-approval details.
  • SoS filing fees are nonrefundable and must be paid in advance.
  • An S corporation doing business in Oregon also owes the $150 minimum excise tax for its final year; the minimum tax does not flow through to shareholders.

Closing a company is more than the state filing — payroll accounts, sales-tax permits, franchise-tax finals, federal returns, and creditor notices all have their own order and deadlines. A Winddown runbook sequences all of it for your specific company, with drafted consents and creditor notices included.

Build your Oregon wind-down runbook

Sourced from the official pages linked above; facts we could not verify against an official source are shown as links rather than numbers. Requirements and fees change — the linked pages are authoritative. General information, not legal or tax advice.