(1) A document must satisfy the requirements of this section, except as any other provision of this chapter modifies these requirements, to be entitled to filing by the Secretary of State under authority of this chapter.
(2) The document must be one required or permitted to be filed in the Office of the Secretary of State.
(3) The document shall contain the information required by this chapter. It may contain other information as well.
(4) The document must be legible.
(5) The document must be written in the alphabet used to write the English language, but may include Arabic or Roman numerals and incidental punctuation. The certificate of existence required of foreign corporations need not be in English if accompanied by a reasonably authenticated English translation.
(6) The document must be executed:
(a) By a fiduciary, receiver or trustee, if the corporation is in the hands of a receiver, trustee or other court-appointed fiduciary;
(b) By an incorporator, if directors have not been selected or its execution is before the organizational meeting;
(c) By the person specified in any section of this chapter that required the document be filed; or
(d) By the chairperson of the board of directors of a domestic or foreign corporation, its president or otherwise by another of its officers.
(7) The document shall state beneath or opposite the signature the name of the person and the capacity in which the person signs. The document may, but is not required to, contain:
(a) The corporate seal;
(b) An attestation by the secretary or an assistant secretary; or
(c) An acknowledgment, verification or proof.
(8) If the Secretary of State has prescribed a mandatory form for a document under ORS 65.016, the document must be in or on the prescribed form.
(9) The document must be delivered to the Office of the Secretary of State for filing and must be accompanied by the correct filing fee.
(10) A document is deemed filed or effective only as provided in ORS 56.080, 65.001, 65.011, 65.014 and 65.017. [Amended by 1999 c.486 §10]Section: Previous 65.001 65.004 65.007 65.011 65.014 65.016 65.017 65.021 65.024 65.027 65.031 65.034 65.036 65.038 65.040 Next
Last modified: August 7, 2008