Oregon Secretary of State — Corporation Division — Salem, OR

When Is the Oregon Secretary of State the Proper Agent for Service?

Under Oregon law—specifically ORS 60.121(1) for private corporations, ORS 63.121(1) for Limited Liability Companies (LLCs), ORS 65.121 for nonprofit corporations, and ORCP 7 D(3)(b)(ii)(D)—the Oregon Secretary of State is appointed by operation of law as an entity’s agent for service of process under four specific circumstances:

(1) The corporation or LLC fails to appoint or maintain a registered agent in Oregon; (2) Its registered agent cannot with reasonable diligence be found at the registered office listed on the Business Registry; (3) The corporation or LLC has been administratively or voluntarily dissolved; or (4) A foreign corporation or foreign LLC has transacted business in Oregon without authority or has withdrawn its authority to transact business in Oregon.

Often, our process server first attempts primary service on an entity’s listed registered agent address, discovers that the office is vacant or the agent has moved without updating the state registry, and provides a Declaration of Due Diligence / Non-Service. Armed with that proof that the registered agent cannot be found with reasonable diligence, the plaintiff immediately dispatches our Salem runner to serve the Oregon Secretary of State Corporation Division at 255 Capitol Street NE, Suite 151.

• Counter Location: Public Service Building, 255 Capitol Street NE, Suite 151, Salem, OR 97310.
• Statutory State Fee: $15.00 per defendant entity served (we can advance the $15 state fee at the counter or deliver your firm’s check).
• Standard ($72), Rush ($118), and Same-Day ($168) Dispatch: Daily courier runs to the Capitol Mall in Salem.
• Complete Two-Part Statutory Compliance: We handle counter delivery at Suite 151 and can also execute the mandatory certified/registered follow-up mailing under ORS 60.121(2) / ORS 63.121(2).

The Mandatory Two-Step Procedure Under ORS 60.121 & ORS 63.121

Attorneys must pay close attention to subsection (2) of ORS 60.121 and ORS 63.121. Merely dropping off the summons and complaint at 255 Capitol Street NE, Suite 151 is NOT sufficient by itself to complete statutory service on the Secretary of State. Under ORS 60.121(2) and ORS 63.121(2), the person initiating the proceeding (or their process server) must strictly complete three steps:

First, deliver a copy of the process to the Office of the Secretary of State (Corporation Division, Suite 151) together with the $15.00 statutory fee. Second, send notice of the service upon the Secretary of State and a copy of the process by certified or registered mail, return receipt requested, to the defendant entity at its last registered office as shown by the records on file in the office of the Secretary of State (and to any other address known to be the office of the entity). Third, file the return receipt (or the original envelope with the postal notation that the certified mail was refused or unclaimed) and the Certificate/Declaration of Service with the Circuit Court.

When Does the Defendant’s 30-Day Clock Start After SOS Service?

Under ORS 60.121(3) and ORS 63.121(3), service on the corporation or LLC through the Oregon Secretary of State is deemed complete upon the latest of: (a) Delivery of the process to the Secretary of State in Salem; (b) Delivery of the certified/registered mail notice at the defendant’s address; or (c) The date the certified/registered mail is returned marked refused or unclaimed.