This guide will take you through the steps on how to form an LLC in Oklahoma. Forming an LLC is a convenient option for starting a business. It’s also useful for holding assets like real estate and vehicles. An Oklahoma LLC provides liability protection to keep your personal assets secure, in case your business is sued or has financial issues.
LLCs, in general, provide good flexibility of operation while not requiring the formalities used for other business structures.
So here’s how you go about creating an LLC in Oklahoma.
1. Choose A Name For Your Oklahoma LLC
The chosen name for your OK LLC should be unique and distinguishable from other business entities registered with the state. Being careful with name selection means you look not just for existing entities with the same name, but also for those with names similar enough to cause issues.
A quick way to check this is by using the Oklahoma Secretary of State’s Business Entities Search page. It’s good practice to check the USPTO website to see if there are any potential trademark issues.
OK LLC Name Designators
Every LLC in Oklahoma should end its name with a proper designator that identifies the company’s structure. As you probably know, LLC is the most commonly used designator. However, several designators are available for use. These are:
- Limited Liability Company
- Ltd. Liability Company
- Ltd. Liability Co.
- Limited Liability Co.
Name Reservation Requests For Oklahoma Limited Liability Company
It is possible to reserve a name for your Oklahoma LLC for 60 days. This requires filing a Name Reservation form and a fee of $10. The form can be filed online or via mail.
For filing via postal mail, the required form can be downloaded from the Business Forms section on the Secretary of State website. Name Reservation forms are currently placed under the “Additional Business Forms” section.
2. Appointing A Registered Agent
Maintaining a Registered Agent in Oklahoma is mandatory for every LLC. You should make sure you have this requirement covered before you set up your Oklahoma LLC.
A Registered Agent is a person or business entity that receives service of process on behalf of your LLC. This generally includes legal documents like lawsuits, summons, subpoenas, and more.
The registered agent must have a physical street address in Oklahoma. PO Box or similar addresses aren’t acceptable for registered agents. Additionally, the agent should maintain normal business hours so they’re available if service of process arrives.
In Oklahoma, your LLC can be its own registered agent. This is somewhat unique, as most other states don’t allow LLCs to be their own registered agents.
Consolidating this information, here’s listing who can be your registered agent:
- Any adult who is a resident of Oklahoma.
- Your Oklahoma LLC.
- A foreign or domestic business entity that is allowed to do business in OK and has an office in the state.
Often, people choose commercial registered agents, since they can easily fulfill all role requirements. Nevertheless, if your business has a physical office working normal business hours, it might be a good idea to consider making the LLC its own registered agent.
3. Filing Oklahoma Articles Of Organization
Starting your Oklahoma LLC requires filing Articles of Organization with the Secretary of State. You can file the form:
- Through postal mail
- By expedited walk-in
Filing online is convenient and fast. You can expect your LLC to be approved within 1-2 business days. The cost of online filing for Oklahoma LLC is $100.
If you choose to file through mail, you’ll have to download the form for Articles of Organization. This is available on the Downloadable Forms page under the Limited Liability Company section of the SOS website. The fee for filing via mail is $100, which can be paid via check or money order made payable to “Oklahoma Secretary of State”. The mailing address is:
Secretary of State
421 NW 13th Street
Oklahoma City, OK 73103
Conventional approval time for this method is 7-10 business days.
For expedited walk-in filing, you can fill the Articles of Organization and bring them in person to the address given above. The filing fee for this method is $125. The extra $25 (compared to other filing methods) is the expedited filing fee. In this case, the Articles of Organization will be approved within an hour of filing.
4. Operating Agreement For Oklahoma LLCs
Oklahoma doesn’t require an operating agreement, though it is highly advisable for LLCs to get one. This agreement is an ‘internal document’ of your LLC and doesn’t need to be filed with any government agency or department.
How detailed the agreement should be is up to you. It could provide simple guidelines for the company or be a detailed constitution for an Oklahoma LLC. Some aspects that could find their way into an operating agreement are:
- Roles and responsibilities of each member
- How much of the LLC is owned by each member
- Approach to taxation
- Details on management
- The voting rights of members
- Other relevant details
Keep in mind, the above-mentioned points are practically just the tip of the iceberg. A detailed operating agreement is useful. It helps establish clear policies and can be evidence to show that your LLC is being operated well.
5. Get A Federal Tax ID (EIN)
An EIN (Employer Identification Number) is a nine-digit Federal Tax ID issued by the IRS. There is no filing fee to apply for an EIN.
Most people can get an EIN quickly by filing a form online.
In some cases, online filing may not be possible. For these cases, you’ll have to file Form SS-4. This form can be filed via fax or postal mail. Using fax is preferable as the processing time is a few days. Postal mail, on the other hand, can take several weeks for processing.
6. File Annual Certificate For Your LLC In Oklahoma
Every Oklahoma LLC must file an Annual Certificate with the Secretary of State. The due date for this filing is the anniversary date of the LLC. For example, if an LLC was formed on 22 March, 20202, it must file its Annual Certificate by 21 March every year.
The Secretary of State sends an email reminder for filing the Annual Certificate. This is usually done 60 days before the report is due. In this sense, you can file for the certificate up to 60 days in advance.
You can file the Annual Certificate online using the state’s entity filing webpage. It’s also possible to submit the certificate via postal mail. In this case, you’ll have to download the certificate from the Business Forms section on the Secretary of State’s website.
The filing fee for both methods is $25.
7. Business Licenses, Permits, And Taxation
Business licenses and permits depend on the location of the LLC and the specific industry of your company. The state has tried to make things easier by offering a webpage with details on licensing. You can also call 405-815-5345 for details.
Either way, you should also contact the local county/city to get a better picture of the requirements. Depending on your business, taxes like sales tax might apply.
For federal taxation, LLCs are pass-through entities by default. So your profits from the Oklahoma LLC can become a part of your personal returns filed with the IRS. However, tax requirements, like the form needed, can change depending on whether your LLC is single-member or multi-member.
You could also structure your LLC to be taxed as a C-corp or S-corp. In which case, the tax requirements will change.