Whether you finally decided to take the plunge and go after your dream of starting a business or just expanding your business endeavors, one of the many ways to get your operation registered and organized is by creating a Limited Liability Company. Regardless of the motivation to start an LLC, I congratulate you on your endeavor, and to guide you in the process, I have broken down the process into several stages accompanied by step-by-step instructions.

Although an operating agreement is not legally required in order to create and register a Limited Liability Company (LLC) in Oklahoma, if you are planning on starting a viable business it’s only a matter of time before you may need an operating agreement. For example, most banks will require an LLC to have an operating agreement before they will let an LLC open a business account with them. If you would like to learn more about LLC Operating Agreements, please read my other article on the topic, LLC operating agreement Oklahoma: Everything you need to know.

Creating an LLC in Oklahoma is a pretty straightforward process, first, you must prepare and file one signed copy of the articles of organization, and pay a filing fee of $100 to the Oklahoma Secretary of State. Although not all steps listed below are required by the law to create an LLC, as an attorney and a small business owner myself, it’s a good practice to cover them all.

What is a Limited Liability Company? – Oklahoma.

An Oklahoma Limited Liability Company (LLC) is a business entity formed under Title 18, Section 2000 of Oklahoma Statute, with features that resemble a hybrid of a corporation and a partnership; where the owner (known as a member) can’t be held personally responsible for the business liabilities, and can utilize the pass-through taxation, unlike corporations.

Simply put, LLC is a business entity where the owner, known as the member, enjoys both the limited liability feature of a corporation and the pass-through taxation structure of a partnership – affording it the protection of a corporation and flexibility of a partnership. Most importantly, your personal assets are protected from any obligations or debts of the business and you are not subject to double taxation, because an LLC owner is not required to file federal taxes with the IRS, since any profit or loss is reported in the owners’ individual tax returns.

Step-by-step instructions to create a Limited Liability Company (LLC) in Oklahoma.

Step 1: Name Availability Search. Although legally not required, it’s always a good practice to conduct a preliminary search to see whether the business name is available and not already taken by someone else. This will prevent you from hitting a snag due to name unavailability after the articles of organization have been mailed. You can search for a name availability by visiting the Oklahoma Secretary of State website and entering the name of your new LLC, and clicking search. It’s a good idea to do a few different searches for the same name, for example, if you would like to search whether the name “Anne’s Flower Shop” is available, its recommended to search for “Anne’s Flower Shop” and “Anne’s Flower Shop LLC” for good measure. Click here to conduct a name availability search. Remember, if you aren’t quite ready to complete the form but don’t want to lose the name that’s now available, the Secretary of State allows you to reserve a name for 60 days by filing a name reservation application and paying a $10 fee.

Step 2: Prepare the Articles of Organization. Now that you have confirmed that the LLC name you want is available, it’s time to complete the articles of organization. It is a fairly short document, that you must print, complete, sign, and mail to the Oklahoma Secretary of State, you may print a PDF copy of the articles of organizations by clicking here. Instead, if you would like to file the articles and pay the fees online, you may do so through the Oklahoma Secretary of State’s website, by clicking here. Regardless of whether you are filing the articles online or mailing them in, it’s time to start filling out the following sections:

    • The name of a Limited Liability Company must be followed by the words “limited liability company,” or “limited company,” or the abbreviations LLC, LC, or L.L.C. If the name of your company is Anne’s Flower Shop, any of the following combinations are acceptable LLC name formats: Anne’s Flower Shop Limited Liability Company, Anne’s Flower Shop Limited Company, Anne’s Flower Shop LLC, or Anne’s Flower Shop LC, or Anne’s Flower Shop L.L.C.
    • Enter the physical address of the company’s principal place of business, please note that a PO BOX is not acceptable. The principal place of business is simply the primary location where the business is performed. If your new LLC is a flower shop that plans on selling flowers from a storefront, which is also the location where most of the business is transacted and books are kept, then the storefront address is the principal place of business. If you plan on conducting most of your business from home, keep your books at the home office, etc., you may list the home address as the principal place of business.
    • Enter the email address of the primary contact at the business. Make sure that it’s a working email address, because some legal documents like the Notice of the Annual Certificate are only sent via an email address, and you don’t want to miss these communications.
    • Enter the name and address of a registered agent for your company. Every Oklahoma LLC must have a registered agent and a physical office with an address that’s not a PO BOX. A registered agent is an individual resident of Oklahoma or a company, who maintains an office at an address that’s identical to that of the registered office and who is designated to receive the service papers if the company ever gets sued. The LLC can also be its own registered agent, and it’s physical location can be considered a registered office. For example, Anne’s Flower Shop may list itself as a registered agent by filling in Anne Flower Shop LLC in the box, and its physical address as the registered office.
    • Enter the term of existence for the LLC, which is the length of time you would like the company to be active. You can fill it in as “perpetual,” if you would like the LLC to be active continuously, enter the time duration you want it to be active, or the date you would like the company to expire. If Anne’s Flower Shop does not have an expiration date or a fixed durational existence, the owner would fill in the box as “perpetual.”
    • The articles must be signed and dated by at least one person, who isn’t required to be one of the owners (members).
    • You may fill out the request to receive documents electronically if you would like the filed documents to be returned to you electronically rather than by mail. This request is optional.

Step 3: Mail the form. After you have correctly filled out, signed, and dated the articles of organizations, it’s time to mail the form to the OK Secretary of State, 421 NW 13th St Suite 210, Oklahoma City, OK 73103, unless you submitted your articles online.

Step 4: Apply for an EIN Number. After you have correctly filled out the articles of organization, signed, dated, and mailed them to the Secretary of State with the filing fee, you have completed all the steps required to create LLC in Oklahoma. Although not required to create an LLC, I have added this step because it’s the logical next step after you have successfully created the LLC – applying for a Federal Employment Identification Number (EIN). The EIN is used by the IRS to identify the LLC, thereby keeping your identity separate from that of the business. Simply put, it’s like a social security number for your business, and you will need it in almost all future business endeavors. You may apply for an EIN on the IRS’s website, by clicking here.

Do I need to hire an attorney to create an LLC in Oklahoma?

No, you do not need to hire an attorney to create an LLC in Oklahoma, however, a business attorney can use his expertise to help you select the proper business entity, follow correct filing procedures, and therefore ensure precise and correct formation of your new endeavor. Vivid Niroula is a business attorney who has a solid understanding of the Oklahoma LLC Act and relevant experience in filling out the articles of organization, applying for an EIN, and selecting a proper corporate entity (C corp. or S corp.) based on your individual and business needs. Make sure your LLC is created correctly from the ground up, and hire a competent business lawyer in OKC by calling Niroula Law at (405) 456-9250 or filling out the Contact Us Form on the website.