Official Oregon LLC Operating Agreement Form | Step-by-Step Guide
Define ownership and operating procedures of an LLC
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LLC OPERATING AGREEMENT State of Oregon This Operating Agreement is made on [DATE] by the Members of: LLC NAME: [LLC NAME], LLC State of Formation: Oregon Date of Formation: [DATE] Principal Office: [ADDRESS], OR [ZIP] ARTICLE I — MEMBERS AND CONTRIBUTIONS Member 1: [NAME] — Ownership: [PERCENTAGE]% — Capital Contribution: $[AMOUNT] Member 2: [NAME] — Ownership: [PERCENTAGE]% — Capital Contribution: $[AMOUNT] ARTICLE II — MANAGEMENT This LLC shall be managed by: [ ] Members [ ] Designated Manager(s) Manager(s): [NAME(S)] ARTICLE III — DISTRIBUTIONS Profits and losses shall be allocated in proportion to each Member's ownership interest. ARTICLE IV — VOTING Each Member shall have voting rights proportional to their ownership percentage. Major decisions require [PERCENTAGE]% approval. ARTICLE V — TRANSFER OF INTEREST No Member may transfer their interest without [UNANIMOUS/MAJORITY] consent of the other Members. ARTICLE VI — DISSOLUTION The LLC shall dissolve upon: (a) unanimous vote, (b) court order, or (c) as required by Oregon law. This agreement is governed by Oregon LLC Act (OR Statutes). MEMBER SIGNATURES: Member 1: _____________________ DATE: _____ Member 2: _____________________ DATE: _____
Oregon LLC Operating Agreement Requirements
Review the following requirements to ensure your LLC Operating Agreement is legally valid in Oregon.
Oregon Notarization
While notarization may not be required in Oregon, it is recommended. Fees range from $10.
Before You Sign
Review all information carefully. Oregon does not impose a state sales tax, but local fees may apply.
Legal Protection
Keep copies of all signed documents. Oregon law requires all parties to receive copies of executed documents.
Oregon Filing Deadlines
Check Oregon deadlines for filing or recording this document with the appropriate county clerk's office.
LLC Operating Agreement Costs in Oregon
Estimated fees and processing times
| Fee Type | Cost | Notes |
|---|---|---|
| Notary Fee | $5-$15 (if required) | Oregon standard rate: $10 |
| Filing Fee | Varies by state | State registration (if applicable) |
| Processing Time | 1-3 business days | Typical turnaround in Oregon |
| Sales Tax | 0% | Oregon base rate (local taxes may apply) |
| Witness Requirement | 1 witness | Single witness sufficient |
| Our Template | FREE | Download instantly, no cost |
FAQ: LLC Operating Agreement in Oregon
Is a LLC Operating Agreement required in Oregon?
Yes, in Oregon, a LLC Operating Agreement is required for most transactions of this type. Under Oregon State Code, the document must include all parties' information, be signed, and witnessed by at least one individual. Failure to use a proper LLC Operating Agreement may result in legal complications.
Does a LLC Operating Agreement need to be notarized in Oregon?
Notarization requirements in Oregon (OR) vary by transaction type. Notary fees in the state typically range from $10. While not always mandatory, notarization adds an extra layer of legal protection and is recommended for high-value transactions.
What are the tax implications of a LLC Operating Agreement in Oregon?
Oregon has a base sales tax rate of 0%. Depending on the type of transaction documented in your LLC Operating Agreement, additional local taxes may apply. Consult with a Oregon tax professional for specific guidance on your situation.
Is an operating agreement required for an LLC?
Requirements vary by state. Some states like New York and California require an operating agreement, while others don't. However, having one is strongly recommended for all LLCs to define member rights, protect limited liability, and prevent disputes.
Can a single-member LLC have an operating agreement?
Yes, and it's highly recommended. A single-member LLC operating agreement helps maintain the separation between personal and business assets, which is essential for preserving limited liability protection.
What happens if an LLC doesn't have an operating agreement?
Without an operating agreement, your LLC is governed by your state's default LLC laws, which may not align with your preferences. This can lead to disputes, loss of liability protection, and unfavorable default rules for profit sharing and management.
Oregon LLC Operating Agreement Legal Guide
Under Oregon jurisdiction, this form meets all statutory requirements and provides comprehensive legal protection for your transaction.
Under Oregon State Code, residents of Oregon must ensure this LLC Operating Agreement complies with all state requirements. The current sales tax rate is 0%, and notarization costs between $10. One witness is required in OR.
Using this template ensures you're protected under Oregon law while saving time and money on legal fees.
What Oregon Attorneys Want You to Know
Practicing lawyers in Oregon emphasize three things: accuracy, completeness, and compliance with OR statutes. A well-prepared LLC Operating Agreement saves time, money, and potential legal headaches down the road. When in doubt, a brief consultation with a Oregon-licensed attorney is worth the investment.
Enforceability in Oregon
A LLC Operating Agreement that meets all OR requirements is fully enforceable in Oregon. Courts in Oregon have consistently upheld documents that demonstrate clear intent, proper execution, and compliance with state formalities. Keep your original signed copy in a secure location.
Getting It Done Right in Oregon
Here's the practical approach: download, fill in your details, get signatures, and handle any OR-required notarization. Oregon makes the process relatively straightforward, but attention to detail matters. Keep at least two copies — one for each party involved.
Oregon Statutory Requirements
The OR legislature has established specific guidelines for llc operating agreement documents. These include proper execution formalities, witness requirements, and in some cases, mandatory filing with the county clerk's office. Non-compliance can result in legal complications.
A LLC Operating Agreement that meets all OR requirements is fully enforceable in Oregon. Courts in Oregon have consistently upheld documents that demonstrate clear intent, proper execution, and compliance with state formalities. Keep your original signed copy in a secure location.
Getting It Done Right in Oregon
Here's the practical approach: download, fill in your details, get signatures, and handle any OR-required notarization. Oregon makes the process relatively straightforward, but attention to detail matters. Keep at least two copies — one for each party involved.
Oregon Statutory Requirements
The OR legislature has established specific guidelines for llc operating agreement documents. These include proper execution formalities, witness requirements, and in some cases, mandatory filing with the county clerk's office. Non-compliance can result in legal complications.
The OR legislature has established specific guidelines for llc operating agreement documents. These include proper execution formalities, witness requirements, and in some cases, mandatory filing with the county clerk's office. Non-compliance can result in legal complications.
Jennifer Rodriguez, J.D.
Estate Planning Attorney
Licensed in 5 states, 12+ years experience
Focuses on wills, trusts, and power of attorney documents
This LLC Operating Agreement template for Oregon has been reviewed for accuracy and legal compliance.
Last reviewed: March 2026
Where to File Your LLC Operating Agreement in Oregon
Visit your local County Clerk office to file or notarize your LLC Operating Agreement.
Oregon County Clerk
Oregon Capital
Main Government Building, Oregon
District County Clerk
Oregon Metro Area
County Courthouse, OR
Other Forms in Oregon
LLC Operating Agreement in Neighboring States
Document Information
- Document
- LLC Operating Agreement
- State
- Oregon (OR)
- Category
- Business
- Format
- PDF / Word / Print
- Cost
- 100% Free
- Sales Tax
- 0%
- Notary Fee
- $10
Oregon Legal Requirements
Governing Statute:
State Law
- ✓Consult with a licensed attorney for specific requirements
Legal Disclaimer
This template is for informational purposes only and does not constitute legal advice. Laws in Oregon may change. Consult a licensed attorney for advice specific to your situation.