Oregon Statutes 63.047 – Articles of organization
(1) Articles of organization must set forth:
Terms Used In Oregon Statutes 63.047
- Articles of organization: means the document described in ORS § 63. See Oregon Statutes 63.001
- Individual: means a natural person. See Oregon Statutes 63.001
- Manager: means a person, not necessarily a member, that the members of a manager-managed limited liability company designate to manage the limited liability company's business and affairs. 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
- Operating agreement: means any valid agreement, written or oral, of the member or members as to the affairs of a limited liability company and the conduct of the limited liability company's business. See Oregon Statutes 63.001
- Organizer: means one of the signers of the initial articles of organization. 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, which must satisfy the requirements of ORS § 63.094;
(b) The address, including street and number, and mailing address, if different, of the limited liability company’s initial registered office and the name of the initial registered agent at the office;
(c) A mailing address to which notices, as required by this chapter, may be mailed until the limited liability company designates an address in an annual report;
(d) If the limited liability company will be manager-managed, a statement that the limited liability company will be manager-managed or a statement that the limited liability company will be managed by a manager or managers;
(e) The name and address of each organizer;
(f) The latest date on which the limited liability company will dissolve or a statement that the limited liability company’s existence is perpetual;
(g) If a limited liability company will render professional service or services, as defined in ORS § 58.015, the professional service or services that the limited liability company will render;
(h) The initial physical street address, including the number and name of the street, and the mailing address, if different, of the limited liability company’s principal office; and
(i) The name and address of at least one individual who is a member or manager of the limited liability company or an authorized representative with direct knowledge of the operations and business activities of the limited liability company.
(2) The articles of organization may set forth any other provisions, not inconsistent with law, for regulating the internal affairs of the limited liability company, including any provision that is required or permitted to be included in any operating agreement of the limited liability company under this chapter.
(3) The articles of organization need not set forth any of the powers enumerated in this chapter. [1993 c.173 § 15; 1997 c.774 § 10; 1999 c.86 § 3; 2001 c.315 § 51; 2017 c.705 § 20]
[Repealed by 1959 c.580 § 104]