Updated September 4, 2026. Quick answer: a Oregon for-profit corporation dissolves by filing Articles of Dissolution under ORS 60.627, 60.631 (Oregon Business Corporation Act, ORS Chapter 60) for $100, and Oregon does not gate the filing on a tax clearance certificate.
The filing, and what Oregon calls it
The board of directors proposes dissolution for submission to shareholders, and (absent a greater vote requirement in the articles) the proposal is adopted by a majority of votes entitled to be cast (ORS 60.627). At any time after dissolution is authorized, the corporation dissolves by delivering Articles of Dissolution to the Secretary of State’s office stating the vote results; the corporation is dissolved upon the articles’ effective date (ORS 60.631). Dissolution may be revoked within 120 days (ORS 60.634).
The tax clearance question
Oregon does not gate the Articles of Dissolution on a tax clearance certificate. ORS 60.631 does not condition filing on any Department of Revenue clearance, and the Secretary of State’s current Articles of Dissolution – Business/Professional form requires no tax-clearance attachment or DOR sign-off; only corporate name, authorization date, vote information, and a $100 fee. (A dissolving corporation must still file a final state excise/income tax return with DOR, but that is a separate DOR filing obligation, not a certificate gating SOS acceptance.) (ORS 60.631 (silent on tax clearance); Oregon SOS Articles of Dissolution – Business/Professional form) That does not erase the corporation’s final tax filings; it just means the Secretary of State’s office is not the one checking for them before accepting the paperwork.
Creditors and the claims window
Oregon makes available, but does not require, a formal notice-to-known-and-unknown-creditors procedure, with a 120-day claims-bar window. A dissolved corporation may dispose of the known claims against it by written notice (not mandatory) stating a deadline of not fewer than 120 days from the notice, after which unfiled claims are barred (ORS 60.641). Separately, a dissolved corporation may publish notice for unknown claims, which are barred if not sued on within 5 years of publication (ORS 60.644). (ORS 60.641, 60.644)
What the filing costs
The Articles of Dissolution carries a $100 filing fee. $100 required processing fee stated on the current Articles of Dissolution – Business/Professional form; nonrefundable, payable to “Corporation Division.”
What this page does not answer
Dissolving the entity at the state level and closing it out with the IRS are two separate processes. A final federal return, IRS Form 966 in some circumstances, and canceling the EIN are governed by federal law, not by Oregon’s corporation statute, and this cluster does not source them. We have the state-filing answer at primary and the federal-closeout answer not at all.
This page sells nothing and links to no filing service. Dissolving a corporation is a filing-desk task with a statutory answer, and the answer is either in the state’s code and the Secretary of State’s own instructions or it is not.
This page covers a for-profit business corporation. If you are closing an LLC in Oregon instead, the filing, fee and statute are different: see dissolving an LLC in Oregon.
Sources
Every citation on this page is statutory or the Secretary of State’s own official filing instructions. No formation service, no registered-agent marketing page and no aggregator is cited anywhere in this cluster; those are the only publishers of the competing versions.
- Oregon Revised Statutes Chapter 60, official Oregon State Legislature text: https://www.oregonlegislature.gov/bills_laws/ors/ors060.html
- Oregon Secretary of State, Articles of Dissolution – Business/Professional form (PDF): https://sos.oregon.gov/business/Documents/business-registry-forms/dbc-dissolution.pdf