Oregon Code § 58.400·Enacted ·Last updated March 01, 2026
Statute Text
Filing
requirements.
(1)(a) For the Secretary of State to file a document under this chapter, the
document must:
(A) Satisfy the
requirements set forth in this section and any other requirements in this
chapter that supplement or modify the requirements set forth in this section.
(B) Be a type of
document that this chapter or another law requires or permits a person to file
with the Secretary of State.
(C) Include the
information this chapter requires.
(D) Be legibly
written in the English language and in the alphabet used to write the English
language, except as provided in subsections (3) and (4) of this section.
(E) Be delivered
to the Secretary of State along with required fees. Delivery occurs only when
the Secretary of State actually receives the document.
(b) The document
may include:
(A) Information
other than the information required under paragraph (a) of this subsection;
(B) Arabic or
Roman numerals and incidental punctuation;
(C) The seal of the
domestic professional corporation or foreign professional corporation;
(D) An
attestation by the secretary or an assistant secretary of the domestic
professional corporation or foreign professional corporation; or
(E) An
acknowledgement, verification or proof.
(2)(a) A person
that executes a document for filing under this section must be:
(A) The
chairperson of the board of directors, the president or another officer of a
domestic professional corporation or foreign professional corporation;
(B) An
incorporator, if directors of the domestic professional corporation or foreign
professional corporation have not been selected or if the document is presented
for filing before an organizational meeting has occurred;
(C) A receiver,
trustee or other court-appointed fiduciary, if the domestic professional
corporation or foreign professional corporation is subject to the control of
the receiver, trustee or fiduciary; or
(D) An agent of a
person identified in this paragraph, if the person authorizes the agent to
execute the document.
(b) The person
that executes the document shall state beneath or opposite the persons
signature the persons name and the capacity in which the person signs.
(3)(a) If under
ORS 58.440 the Secretary of State has prescribed a mandatory form for a
document, including an electronic form, the document must be in or on the
prescribed form.
(b) The Secretary
of State shall make versions of the form described in paragraph (a) of this
subsection available in at least the five languages that are most commonly
spoken and written in this state by persons with limited proficiency in the
English language. Each version of the form must include an English translation
of the forms contents.
(c) For the
purpose described in paragraph (b) of this subsection, the Secretary of State
shall specify Spanish, Chinese, Vietnamese, Russian and Korean as the five
languages that are most commonly spoken and written in this state by persons
with limited proficiency in the English language. The Secretary of State shall
review the specification in this paragraph after the completion of the 2030
United States Census and each subsequent decennial census and shall recommend
in a report to the Joint Committee on Ways and Means any changes in the
specification that the Secretary of State deems necessary. The Secretary of
State may change the specification only after receiving the approval of the
Legislative Assembly and an appropriation in an amount that is sufficient to
pay the costs of updating each version of the mandatory form and any system the
Secretary of State uses to process the mandatory form.
(d) If a person
completes with, or attaches to, a form described in paragraph (a) or (b) of
this subsection information written in a language other than English, the
person shall submit a reasonably authenticated English translation of the
information along with the form.
(4) A certificate
of existence required for a foreign professional corporation may be written in
a language other than English if a reasonably authenticated English translation
accompanies the certificate. [1987 c.94 §4; 1999 c.486 §3; 2013 c.159 §1; 2019
c.597 §1]
Plain English Explanation
This Oregon statute addresses Filing
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Key Points
01Part of Oregon statutory law
02Referenced as Oregon Code § 58.400
03Subject to legislative amendments
04Consult a licensed attorney for application to specific cases
Frequently Asked Questions
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