Have you decided to stop transacting business with your Oklahoma limited liability company? The state of Oklahoma legally requires all business entities to go through a formal dissolution process.
What does this process entail, and how does it differ for domestic and foreign entities? In this guide, we’ll answer all the tough questions about dissolving an LLC in the state of Oklahoma.
What Does It Mean to Dissolve an LLC?
Dissolving a company is an official means of permanently closing your business. While filing the dissolution documentation with the state of Oklahoma is certainly an important part of the process, it’s not the only step. You should also liquidate your business assets, settle any liabilities, and send legal notifications to anyone that had an interest in your company.
Keep in mind that if you fail to complete these steps, you as a business owner could be held personally liable for any outstanding debts or liabilities of your limited liability company. Now that we’ve discussed what exactly dissolving an LLC is, let’s dive into the details of how this process is carried out in the state of Oklahoma.
How to Dissolve a Domestic Oklahoma LLC
Limited liability companies formed in the state of Oklahoma must file the Articles of Dissolution with the Secretary of State in order to dissolve. This form requires the following information:
- LLC name
- Date of filing of the Articles of Organization
- Reason for dissolution
- Effective date of dissolution
- Name and signature of LLC manager
Once this form has been completed, you will need to submit it to the Secretary of State online, by mail, by fax, or by hand. No matter how you choose to submit your documents, the filing fee for this form is $50. If you choose to file your dissolution on a paper form, you should include a check for $50 payable to the “Secretary of State.” Then, you can mail the form and the check to this address:
Oklahoma Secretary of State
421 N.W. 13th, Suite 210
Oklahoma City, Oklahoma 73103
Generally, the Oklahoma Secretary of State can process a dissolution application in one week. However, if you deliver your documents by hand, you can pay an additional $25 and they’ll upgrade your processing speed to same-day service.
How to Dissolve a Foreign LLC in Oklahoma
Do you need to dissolve a limited liability company based outside of Oklahoma, but qualified to transact business within this state?
LLCs that were formed outside of Oklahoma can dissolve by filing the Application for Withdrawal (Foreign Limited Liability Company) with the Secretary of State. This form requires the following information:
- LLC name
- Fictitious name (if applicable)
- State or jurisdiction of formation
- Mailing address
- Name and signature of authorized representative
The fee to file the Application for Withdrawal is $100, and you can file it online, by mail, by fax, or by hand. Checks must be payable to the “Secretary of State.” Once you have provided payment and all of the necessary information, you can deliver the dissolution paperwork to the same address:
Oklahoma Secretary of State
421 N.W. 13th, Suite 210
Oklahoma City, Oklahoma 73103
Just like the Articles of Dissolution, the Application for Withdrawal takes about a week to be processed. If you deliver your documents by hand, you can pay an additional $25 and they’ll upgrade your processing speed to same-day service.
What Else Do I Need to Know About LLC Dissolutions in Oklahoma?
It is important to note that someone else can claim and begin using your business name the day after the Secretary of State approves the dissolution. This is also true if your business is administratively canceled by the state, which can happen if you fail to file an annual report for three consecutive years.
If your business is administratively canceled, you will need to file any delinquent annual reports, pay the associated fees, and file the Application for Reinstatement with the Secretary of State.
Conclusion
Whether you’re dissolving a domestic or foreign limited liability company, the process isn’t complicated.
While the Articles of Dissolution and Application for Withdrawal require different filing fees, the process for filing both forms is essentially the same.
Our final note in this guide is that you should make certain each step of the process outlined in this guide is followed closely, to avoid any unforeseen snags with your dissolution. We hope this article helped you to better understand the dissolution process for an Oklahoma LLC!