How to Form an LLC in Oklahoma
Oklahoma Secretary of State – Business Filing Department
State Capitol Building
2300 North Lincoln Boulevard – Room 101
Oklahoma City, OK 73105-4897
Statutory Authority: Oklahoma Limited Liability Company Act — Okla. Stat. Tit. 18 § 32 (2012)
Oklahoma LLC General Filing Instructions
1. Confirm availability of company name and reserve if necessary.
2. Complete the “Articles of Organization.”
3. Prepare a Letter of Transmittal.
4. Submit the completed documents, along with a photocopy and your filing fees, to the Oklahoma Secretary of State.
Oklahoma Articles of Organization
The following information is legally necessary and sufficient to form a limited liability company in Oklahoma:
1. Company name
2. Street address of the principal place of business
3. Email address of primary contact
4. Term of existence
5. Signature and printed name of organizer
Oklahoma LLC Fee Schedule
Application for Reservation of Name: $10.00
Articles of Organization: $100.00
Application for Registration: $300.00
Expedited Service: $25.00
Certified Copy: $10.00
Annual Certificate: $25.00
Articles of Dissolution: $50.00
Your company name must end with a limited liability company designator. In Oklahoma the specific limited liability company designators are: “Limited Liability Company” “Limited Company” “L.L.C.” “LLC” “L.C.” “LC”.
Conduct an entity name search on the Oklahoma Secretary of State’s website to confirm the availability of your company name.
If the name you want is available you can reserve it for 60 days by filing an “Application for Reservation of Name” and paying a name reservation fee of $10.00. NOTE: Reserving your company name is optional.
The registered agent maintains a physical presence in the state to accept service of process, annual report notices, and other communications directed to the company and to forward the same to the company to which the service, notice, or communication is directed.
Oklahoma requires that every business entity have and maintain a registered agent in the state. The registered agent may be either an Oklahoma resident or active Oklahoma business entity that has an Oklahoma street address and consents to accept legal papers on your company’s behalf. Post office boxes and commercial personal mailboxes are not acceptable.
NOTE: Your company should not serve as its own registered agent. You can, however, personally serve as registered agent provided you are an Oklahoma resident and have an Oklahoma street address.
The state provided forms ask for and specify what is legally sufficient and necessary to form an Oklahoma limited liability company. Nevertheless, Oklahoma permits you to add other provisions to your Articles of Organization as an attachment.
The most common optional provisions are the following:
☐ Management of a limited liability company by designated managers
☐ Appointment of managers by a designated member or group
☐ Indemnification of members
☐ Indemnification of managers
☐ Right to admit new members
☐ Right to continue upon dissolution of dissociation
Post Formation and Ongoing Compliance
1. Draft and adopt an operating agreement.
2. Obtain a federal employer identification number by completing IRS Form SS-4.
3. If electing alternative tax entity filing status complete IRS Form 8832.
4. Open company bank account.
5. Create and maintain company records book.
6. File an “Annual Certificate.”
7. Pay annual Business Activity Tax.
Registering as a Foreign Entity
1. Complete the “Application for Registration.”
2. Attach a certificate of good standing or certificate of existence, dated within the last 60 days, issued by an authorized officer of the corporation’s state of incorporation.
3. Submit the completed documents, along with the filing fee, to the Oklahoma Secretary of State.
Dissolving an Oklahoma LLC
1. Complete the “Articles Of Dissolution.”
2. Submit the completed document, along with the $50.00 filing fee, to the Oklahoma Secretary of State.