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Oregon, United States

Oregon LLC Operating Agreement

Set out who owns your Oregon LLC, who manages it, and how profits are split — and download a print-ready PDF. Single-member or multi-member. Free, no signup. The preview updates as you type.

Reflects current Oregon rules · 2026 Official source linked Free PDF · no signup · nothing uploaded

Maintained by Rapi Stack · Every state-specific figure on this page is cited to its statute or official agency page · Dataset last verified 2026 · Not legal advice.

Oregon LLC act rules · as of 2026

Required by law?
No — but strongly recommended
Recognized form
"any valid agreement, written or oral" — ORS 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".
Governing act
Oregon Limited Liability Company Act (ORS Chapter 63 — Limited Liability Companies; no statutory short title)

Without an agreement: If neither the articles of organization nor any operating agreement provides for allocation, "profits and losses shall be allocated among all the members equally" (per capita) — ORS 63.185. Source: ORS 63.001 (definition); ORS 63.057 (operating agreement optional) · verify ↗.

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Why your Oregon LLC needs this — even single-member

  • It overrides the default rules. Without an agreement, the Oregon Limited Liability Company Act (ORS Chapter 63 — Limited Liability Companies; no statutory short title) decides how profits are split and who can act for the company — not you.
  • It protects limited liability. A written agreement is core evidence that the LLC is a real, separate entity.
  • Banks and lenders ask for it. Opening a business account or getting a loan routinely requires it.

Oregon law

No — Oregon does not require an operating agreement (as of 2026): Not required. ORS 63.057 refers to "the operating agreement, if any", and the definition covers "any valid agreement" of the member or members; ORS chapter 63 defaults apply when there is none.. But without one, the default rules of the Oregon Limited Liability Company Act (ORS Chapter 63 — Limited Liability Companies; no statutory short title) decide ownership, management, and profit questions for you — which is why one is strongly recommended even for single-member LLCs. Source: ORS 63.001 (definition); ORS 63.057 (operating agreement optional). Check the current Oregon LLC rules before relying on any default.

Frequently asked questions

Is an operating agreement required in Oregon?

No — Oregon does not require an operating agreement (as of 2026): Not required. ORS 63.057 refers to "the operating agreement, if any", and the definition covers "any valid agreement" of the member or members; ORS chapter 63 defaults apply when there is none.. But without one, the default rules of the Oregon Limited Liability Company Act (ORS Chapter 63 — Limited Liability Companies; no statutory short title) decide ownership, management, and profit questions for you — which is why one is strongly recommended even for single-member LLCs. Source: ORS 63.001 (definition); ORS 63.057 (operating agreement optional).

Does the operating agreement get filed with the state?

No. Unlike the formation certificate (articles of organization), the operating agreement is an internal document — you sign it, keep it with your records, and give each member a copy. Banks, lenders, and courts may ask to see it, but no Oregon agency records it.

Can the agreement be oral in Oregon?

Oregon's statute recognizes: "any valid agreement, written or oral" — ORS 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". (ORS 63.001 (definition); ORS 63.057 (operating agreement optional)). Even where oral or implied agreements count, put yours in writing — proving an oral term in a dispute between members is exactly the fight the document exists to prevent.

How does Oregon compare? See which states actually require an operating agreement, every claim cited to the state LLC act.

How Oregon compares

Computed from our 51-jurisdiction dataset (as of 2026). Source for Oregon: ORS 63.001 (definition); ORS 63.057 (operating agreement optional) ↗.

  • Oregon is one of 47 of 51 jurisdictions that leave the operating agreement optional (statutory default rules apply without one) (4 require an LLC to have an operating agreement).

The rest of what Oregon requires

The figures below are Oregon's, not national averages — each one is the value we verified for this state, with the statute it comes from. Follow a row to the full Oregon page for that document.

Security deposit cap · as of 2026
No statutory limit Or. Rev. Stat. §90.300 ↗
Deposit return deadline · as of 2026
31 days after move-out Or. Rev. Stat. §90.300 ↗
Where you file · as of 2026
Small Claims Department of Circuit Court (or Justice Court) · filing fee Circuit court: $57 for claims of $2,500 or less, $102 for claims over $2,500 (ORS 46.570; defendant pays the same to demand a hearing). Justice court small claims fees are set separately and vary by court. ORS 46.405, 46.415(4) (circuit court); ORS 55.011, 55.090 (justice court) ↗
Rental application fee · as of July 2026
Limited to the actual cost of screening Oregon Legislature ↗
Power of attorney signing · as of 2026
Notarization recommended Or. Rev. Stat. §127.005 ↗
Recording a deed · as of 2026
County Clerk (county recording officer) · no witnesses ORS 93.410 ↗

LLC operating agreement in other states

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Different state? See LLC operating agreements by state →