Limited Liability Companies

ORS 63.017
Filing duty of Secretary of State


(1)

If a document delivered to the Office of the Secretary of State for filing satisfies the requirements of ORS 63.004 (Filing requirements), the Secretary of State shall file the document.

(2)

The Secretary of State files a document by indicating on the document that the Secretary of State filed the document, along with the date of filing. Except as provided in ORS 63.114 (Change of registered office or registered agent), 63.117 (Resignation of registered agent), 63.671 (Judgment of dissolution), 63.674 (Deposit with Department of State Lands), 63.724 (Change of registered office or registered agent of foreign limited liability company), 63.727 (Resignation of registered agent of a foreign limited liability company) and 63.787 (Annual report), after filing a document the Secretary of State shall return an acknowledgment of filing to the domestic or foreign limited liability company or the representative of the domestic or foreign limited liability company.

(3)

If the Secretary of State refuses to file a document, the Secretary of State shall return the document to the domestic or foreign limited liability company or the representative of the domestic or foreign limited liability company within 10 business days after the document was delivered, together with a brief written explanation of the reason for the refusal.

(4)

The Secretary of State’s duty to file documents under this section is ministerial. The Secretary of State is not required to verify or inquire into the legality or truth of any matter included in any document delivered to the office for filing. The Secretary of State’s filing or refusing to file a document does not:

(a)

Affect the validity or invalidity of the document in whole or part; or

(b)

Relate to the correctness or incorrectness of information contained in the document.

(5)

The Secretary of State’s refusal to file a document does not create a presumption that the document is invalid or that information contained in the document is incorrect. [1993 c.173 §8; 1999 c.486 §9; 2013 c.159 §7]
Chapter 63

Law Review Citations

30 WLR 291 (1994); 73 OLR 5, 25, 43, 133, 151 (1994)


Source

Last accessed
Jun. 26, 2021