How to wind up an Oklahoma limited liability company

In my previous post, I talked about the different ways an Oklahoma limited liability company can end.  Once it has ended, there are several things you need to do to “wind up” up the company.

1. Pay Creditors. Payment, or adequate provision for payment, shall be made to creditors, including to the extent permitted by law, members who are creditors, in satisfaction of liabilities of the limited liability company;

2. Distribution to Members. After creditors are paid, the company can distribute what is left to the members. The first distribution in this category is to members or former members in satisfaction of liabilities for distributions under the Oklahoma Limited Liability Company Act; and then to members and former members first for the return of their contributions and second respecting their membership interests, in proportions in which the members share in distributions.

3. File Articles of Dissolution. Once you have completed the preliminary steps required for winding up the company, you file a document called “Articles of Dissolution” with the Oklahoma Secretary of State.

Posted by Shawn Roberts

On this blog, I write about and try to answer practical Oklahoma legal questions. My focus and most experience is in estate planning and business issues including Oklahoma non-compete law. I make a living as an attorney in the law firm I founded, Cazes Roberts, PLLC in Oklahoma City. I live in Edmond with wife Amy and my two children, Sam (17) and David (9). We live precisely in the path of where the "wind comes sweeping down the plains."