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When starting a new company, choosing a business entity is the most important decision that the founders must make. For most businesses with more than one founding member, forming as an LLC is often the best option for a number of reasons.
An LLC is an uncomplicated business structure that affords business owners legal protection by separating personal assets from business debts. Moreover, LLCs often enjoy a lower tax rate than corporations. Nevertheless, creating an LLC can get complicated depending on where you are based, with the formation process, filing fees, and continuing legal obligations differing from state to state.
Those forming an LLC in Oklahoma shouldn’t run into too many issues as the state’s process of LLC organization is straightforward and doesn’t require any founders to complete any unusual steps.
To avoid a misstep in the filing process, follow these steps to start an LLC in Oklahoma, and refer to the checklist at the bottom of the post to familiarize yourself with the legal and financial requirements for LLCs in the state.
Starting an LLC in Oklahoma step-by-step
1. Select a name for your Oklahoma LLC
Follow naming requirements
There are 2 major guidelines to follow when naming your LLC in the State of Oklahoma:
- An LLC’s name must be distinguishable from the names of existing business entities on file with the Oklahoma Secretary of State.
- An LLC’s name must contain one of the following phrases or abbreviations: “Limited Liability Company”, “Limited Company”, “LC”, “L.C.”, “LLC”, or “L.L.C.” The abbreviations “Co.” and “Ltd.” may be substituted for the words “Company” and “Limited”, respectively.
Check name availability
Confirm that your chosen LLC name is available to use in Oklahoma with a search of the Oklahoma Secretary of State Business Entity Database.
Reserve your LLC name with the Secretary of State
Reserving your LLC name with the Oklahoma Secretary of State is a good idea because it disallows another business in the state from using it before you are prepared to file Articles of Organization.
2. Designate a registered agent
As in every U.S. state, forming an LLC in Oklahoma requires the appointment of a registered agent service to handle state and federal legal documents and service of process on the business’s behalf.
The registered agent must either be a state resident or business entity with a street address in Oklahoma OR if the individual or business is based out-of-state, they must have a business office in Oklahoma.
3. File Articles of Organization
An LLC is formed in Oklahoma through the filing of Articles of Organization of an Oklahoma Limited Liability Company with the Oklahoma Secretary of State.
You can file the articles online or print a PDF copy and file by postal mail. The filing fee is $100.
The Articles of Organization must provide the following information:
- LLC’s name, principal office address, and email address
- Whether the LLC is perpetual or will end at a set date
- Registered agent name and address
- Name and signature of an LLC member, manager, or legal representative
Foreign LLC registration
An LLC formed outside of the state that intends to do business in Oklahoma must register with the Oklahoma Secretary of State.
Follow these steps to do business in Oklahoma as a foreign LLC:
- Comply with Oklahoma LLC naming guidelines and confirm that your LLC’s name is available for use in the state with the Oklahoma Secretary of State Business Entity Database. If the name is unavailable in the state, you must fill out and attach a Statement of Fictitious Name Report along with the application.
- Appoint an Oklahoma registered agent.
- File an Application for Registration of a Foreign Limited Liability Company with the Oklahoma Secretary of State. The application can be filed online or by mail. The filing fee is $300.
- The application must be accompanied by either a Certificate of Good Standing or a Certificate of Existence from the LLC’s home state that is less than 60 days old.
4. Draft an operating agreement
Although not a legally mandated step for forming an LLC in Oklahoma, drafting a comprehensive LLC operating agreement is strongly recommended for all nascent limited liability companies.
The operating agreement should do the following:
- Describe the LLC’s business structure
- Establish the individual responsibilities and obligations of LLC members
- Detail how the LLC will be run
Without an operating agreement clarifying the specific duties of its members, an LLC may face significant legal and operational difficulties.
5. Obtain an IRS Employer Identification Number (EIN)
All newly formed LLCs in the United States must acquire an Employer Identification Number (EIN) from the Internal Revenue Service (with the exception of single-member LLCs).
The nine-digit EIN is like a social security number for a business and is necessary to pay income tax, file tax returns, open business bank accounts, and perform many other important functions.
You can apply for an EIN online on the IRS website without paying a filing fee.
6. Fulfill your Oklahoma LLC’s Additional Legal Obligations
Once an LLC is registered, its members must devote attention to fulfilling legal requirements that apply for the duration of the company’s existence.
File an annual certificate
All LLCs active in Oklahoma must file an annual certificate (similar to the annual report that must be filed in many states) with the Secretary of State each year by the anniversary of the effective date of its Articles of Organization or of its authorization to do business in the state (foreign LLCs).
The annual certificate can be filed online using the Secretary of State Entity Filing web application or through the mail. The filing fee is $25.
Register with the Oklahoma Tax Commission
Certain LLCs active in Oklahoma must register with the Oklahoma Tax Commission in order to fulfill various state tax obligations. This includes LLCs that collect sales tax on retail goods and services and LLCs with employees.
You can register to pay state taxes online using the Oklahoma Taxpayer Access Point (TAP) website.
Obtain business licenses and permits
An LLC active in Oklahoma may be required to obtain one or more state or local business licenses, permits, or certifications depending on its type of business and primary location.
Visit the Oklahoma Department of Commerce Business Licensing & Operating Requirements site for information on how to fulfill state business licensing obligations. For information on local licensing requirements, contact a city or county clerk in the area where your LLC is located.
Oklahoma LLC checklist
An Oklahoma LLC’s name must obey the following guidelines:
- Must be distinguishable from the names of existing business entities on file with the Oklahoma Secretary of State.
- Must contain one of the following phrases or abbreviations: “Limited Liability Company”, “Limited Company”, “LC”, “L.C.”, “LLC”, or “L.L.C.” The abbreviations “Co.” and “Ltd.” may be substituted for the words “Company” and “Limited”, respectively.
Formational documents and filing fees:
- Application for Reservation of Name – $10 filing fee (recommended but not required)
- Articles of Organization of an Oklahoma Limited Liability Company – $100 filing fee
- Application for Registration of a Foreign Limited Liability Company – $300 filing fee (foreign LLCs, only)
- An LLC is formed in Oklahoma through the filing of Articles of Organization of an Oklahoma Limited Liability Company with the Oklahoma Secretary of State.
Additional legal obligations:
- File annual certificates – Required for all LLCs doing business in Oklahoma
- Register with the Oklahoma Tax Commission – Required for some Oklahoma LLCs, including those with employees and those that collect sales tax
- Obtain business licenses and permits – Required for certain Oklahoma LLCs depending on business type and primary location