An Oklahoma LLC operating agreement explains the company’s ownership structure and procedures. After its creation, company members can sign it and store it in their records. They can refer to it for guidance when making the company’s future functional and monetary decisions.
Is an LLC Operating Agreement Required in Oklahoma?
No, an operating agreement isn’t necessary in Oklahoma, but this document can help you organize your business to suit your and other company members’ needs.
Laws
The Oklahoma Limited Liability Company Act is in § 18-2000 to § 18-206 of the Oklahoma Statutes, and it consists of different provisions for LLC owners to follow.
The Oklahoma State Legislature outlined the laws governing creating an operating agreement for a limited liability company in Title 18-2012.2. The law states that the operating agreement of an LLC governs:
- The relations between members and other members
- The relationship between members and the company
- The rights and duties of the person acting as the company’s manager
- The activities and conduct of the company
- The means and conditions for amending the agreement.
Members of the LLC are bound by law to uphold the conditions outlined in the operating agreement. Members and managers are legally obligated to abide by the rules stated in this document, even if not enforced by other members or managers.
Costs and Fees
Some of the costs that come with forming and owning an LLC in Oklahoma include:
- Domestic filing fee: $100
- Foreign filing fee: $300
- Annual report filing fee: $25
- Name reservation fee: $10
How to Form an LLC in Oklahoma
So, it’s pretty simple if you want to know how to apply for an LLC in Oklahoma. Just follow these easy steps to get your business set up the right way:
Step 1 – Choose a Name
The name you select must be unique from any other registered business in Oklahoma. You can search the business name database of the Secretary of State to see what names are available.
Besides being unique, the state laws also mandate that the name must include one of the following phrases or abbreviations to reference its status as an LLC:
- Limited Company or Limited Liability Company
- LC or LLC
- L.C. or L.L.C.
If you have a name idea but aren’t ready to proceed with the following steps, you can reserve your name for up to 60 days.
Step 2 – Choose a Registered Agent
Once you decide on a name, you can consider who you want to choose as your LLC’s registered agent. The registered agent accepts all official paperwork on behalf of the business, including tax and legal documents. So, if someone sues the company, the registered agent will receive the associated papers.
The Oklahoma Statutes allow the registered agent to be any of the following individuals or entities:
- An Oklahoma resident
- An LLC registered in Oklahoma
- A domestic or foreign business entity with authorization to conduct business in Oklahoma
The registered agent must also have a physical location in Oklahoma so they can receive documents efficiently.
Step 3 – File the Articles of Organization
You can fill out and submit the articles of organization of your Oklahoma LLC to the Secretary of State to officially establish your business.
The articles of organization will state:
- The name of the business
- The name and address of the registered agent
- The purpose of the business
- The duration of the business (if applicable)
- The primary address of the business
- The company’s contact information
You’ll also want to choose the type of LLC you want to establish. Oklahoma has three types of LLCs: single-member, multi-member, and professional. Each offers unique benefits for differing circumstances.
Step 4 – Create an Operating Agreement
While this step is optional, it can help you manage future disagreements with other LLC company members. Within this document, you can highlight the following factors:
- The distribution of losses and profits
- Liabilities
- Ownership percentages
- The responsibilities of members
- The dissolution of the LLC (if the need arises)
- The admission of new members and the departure of old ones
Step 5 – Get an EIN Number
Once you’ve filed your articles of organization and written your operating agreement, you can begin doing business. Before you accept any payments, you should set up an Employer Identification Number (EIN) with the IRS.
This multi-digit number is necessary to perform critical financial functions like filing a tax return and setting up a bank account.
Step 6 – Get an Annual Certificate
Don’t forget to file your annual certificate every year and pay the $25 fee. It’s due annually on the date that you originally registered the LLC. Failure to file an annual report could result in late fees and the potential dissolution of your business.
Sample
