Oregon issues a certificate of existence as proof that a business is in good standing with the state, meaning it is up-to-date on necessary filings, taxes, and other compliance obligations. Called a “certificate of good standing” in other states, this document is often used to prove to banks, investors, lenders, and licensing agencies to prove that the business is registered with the state and not at risk of being dissolved.
The Oregon Secretary of State issues the certificate of existence through the Oregon Business Registry for a $10 fee, and you can download it in minutes after ordering online.
What is a certificate of existence in Oregon?
The certificate of existence, issued by the Oregon Secretary of State's Corporation Division, confirms that your business is properly registered, current on its required filings and fees, and legally authorized to operate. It shows your business' legal name, registry number, entity type, and standing status as of the date issued.
In many states, this document is known as a certificate of good standing, but it’s also sometimes referred to as a certificate of status or certificate of fact.
Certificate of existence vs. certificate of authorization: Which does your Oregon business need?
Oregon has a similar document called a certificate of authorization. The one you need depends on where your business was originally formed.
A certificate of existence is for businesses formed in the state of Oregon (domestic entities), while the certificate of authority is used for businesses formed in other states, but registered to operate in Oregon (foreign entities).
When does an Oregon business need a certificate of existence?
You might need to obtain a certificate of existence if you’re doing any of the following:
- Opening a business bank account. Banks routinely ask for proof of active registration before setting up an account.
- Applying for a business loan or line of credit. Lenders, including the SBA and commercial banks, use the certificate to confirm your business is legally authorized to operate before approving financing.
- Registering to do business in another state. When an Oregon-formed LLC or corporation expands into a new state, that state's filing office typically requires a certificate of existence as part of the foreign qualification application.
- Signing a significant contract. Some vendors, landlords, and enterprise clients want proof of good standing before putting pen to paper.
- Completing a business sale or acquisition. Buyers and their attorneys request a current certificate during due diligence to verify the entity is in good standing at the time of the transaction.
How to get a certificate of existence from the Oregon Secretary of State
Obtaining a certificate of existence is a relatively simple administrative task.
- Go to the Oregon Business Registry portal. If you’re a new user, you’ll need to create an account before you can request your certificate.
- Locate your business entity. Search by entity name or registry number.
- Select the correct certificate type. Choose certificate of existence for a domestic Oregon entity, or certificate of authorization for a foreign entity registered in Oregon.
- Pay the $10 fee by credit card.
- Download your certificate. It's available immediately after payment. Save a digital copy and print one for your records.
If your business is current on its filings and fees, you can have a completed certificate in under ten minutes.
Online ordering works for most business owners. Paper-based requests are most common when your certificate needs an authentication/apostille for international use, which can't be completed through the online portal. For paper requests, complete the certificate request form at and submit by mail, fax, or in person. Pay by credit card or make your check or money order payable to the Secretary of State.
To file in person or by mail:
Secretary of State
Corporation Division
255 Capitol St. NE, Suite 151
Salem, OR 97310-1327
To file by fax:
(503) 378-6520
You can also use a filing service like LegalZoom for standard, online requests if you don’t want another administrative task on your hands.
Why your Oregon business may not be in good standing and what to do about it
If the Oregon Business Registry won't generate a certificate of existence, the cause is almost always due to outstanding annual reports or fees.
- Missed annual report filing. Annual report filing is required for every active Oregon LLC, corporation, nonprofit, LP, and LLP on the exact anniversary date of formation or registration. Missing that date is the number one reason Oregon entities fall out of compliance with the Secretary of State.
- Lack of registered agent on file. If your Oregon business entity’s registered agent resigns or is replaced, you must update the Secretary of State.
- Voluntary dissolution or withdrawal. A voluntarily dissolved or withdrawn entity isn't eligible for a certificate of existence.
If your business is past due but not yet administratively dissolved, Oregon gives you a 45-day grace period before commencing administrative dissolution. File your overdue annual report as soon as possible to clear the delinquent status.
If your business has been administratively dissolved, reinstatement requires you to file a reinstatement application with the Secretary of State along with all missing annual reports and any other outstanding fees owed. You’ll need to confirm your business name is still available; if another entity has taken it, you’ll need a new name. If it has been more than five years since your administrative dissolution, you cannot reinstate.
Once reinstatement is approved, you can order your certificate of existence as normal.
How LegalZoom can help
LegalZoom’s compliance services can take a number of tasks off of your hands, from filing annual reports to serving as your registered agent. Our certificate of good standing service can help you acquire your Oregon certificate of existence. If your filing is rejected or incorrect due to our error, we'll correct it with the government agency at no additional cost to you.
If you need to get your business back into good standing first, our reinstatement management service will help you draw up a roadmap and manage ongoing compliance deadlines so you don’t fall out of good standing again.
Oregon certificate of existence FAQs
Does an Oregon certificate of existence expire?
There's no set expiration date, but it reflects your business' status as of the date issued. Most lenders, banks, and state filing offices require a certificate issued within 30 to 90 days of the transaction. Check the requesting party's recency requirements before you order.
Can I use a third-party service to get an Oregon certificate of existence?
Yes. The document is always issued by the Oregon Secretary of State regardless of who places the order. Third-party ordering is most useful when you're short on time or need certificates from multiple states at once.
Is a certificate of existence the same thing as the Oregon State Bar certificate of good standing?
No, if you're an Oregon-licensed attorney looking for a certificate of good standing related to your law license, you need a document from the Oregon State Bar, not the Oregon Secretary of State. A certificate of existence is issued for business entities only.