Oregon charity withdrawal and clean close-out

An Oregon public benefit or religious corporation closing the organization follows the domestic dissolution path. An out-of-state corporation that will continue elsewhere but stop Oregon activity follows the foreign registration-closure path. A trust should contact the Charitable Activities Section for its specific closing instructions. Select the route before drafting minutes or moving assets.

Inventory solicitation, Oregon receipts, operations, property, grants, contracts, liabilities, restrictions, fiscal periods, entity status, and the proposed recipients of every remaining asset. The closing record should match the organization’s actual legal form and final activity.

Oregon directs the board to vote to dissolve and approve a plan to distribute remaining assets. The plan should comply with the articles, governing documents, restrictions, and applicable law. The DOJ Closing Form requests the names and addresses of beneficiaries and the type and value of property proposed for each recipient.

The official form explains that notice should be provided before assets are transferred and identifies a statutory review period. Do not distribute funds first and ask the state to ratify the result later. Obtain organization-specific legal advice for donor restrictions, endowments, court orders, grants, liabilities, member approvals, and successor eligibility.

The Oregon DOJ says the completed closing form should be submitted at or before the time the corporation delivers articles of dissolution to the Secretary of State. The charity file cannot be treated as closed while the Oregon corporation remains active. Map the board authorization, DOJ notice, asset review, final transfers, articles of dissolution, and tax work in one ordered plan.

Save the transmitted Closing Form, supporting plan, DOJ correspondence, filed articles, and effective dates. The corporate filing and the DOJ charity record are related but separate evidence; neither should be inferred from the other.

Oregon requires outstanding annual reports to be submitted with applicable payment before the charity registration file closes. The CT-12 instructions say a final report reflects financial activity from the day after the close of the last accounting period through the date all remaining assets were disposed of. The final report and asset schedule should reconcile to the same books and transfer evidence.

If the final report is for a reason other than dissolution, such as ending solicitation, holding assets, or charitable activity in Oregon, similar notification requirements apply. Keep the federal return, state report, dissolution plan, and final ledger aligned, and contact DOJ for trust-specific instructions.

An out-of-state corporation closing its Oregon charity record gives written notice stating the last date it solicited or received payments from Oregon residents, held assets, or operated in Oregon, and certifies that it does not intend to conduct those activities in the future. It must also resolve outstanding financial reports.

Preserve campaign shutdown evidence, final Oregon receipts, asset disposition, the signed notice, delivery, DOJ response, dated registry checks, and any separate corporate-withdrawal or tax filings. If activity resumes, reassess registration before soliciting; an old closure is not continuing authorization.