The Oklahoma limited liability company: file your annual certificate or risk losing legal protection

One of the reasons people form an Oklahoma limited liability company is for legal protection for themselves, their assets and their families. There is however a very simple way to put a chink in the armor of some of this protection and it comes from not performing a basic activity.

Oklahoma law requires that limited liability companies file an Oklahoma Annual Certificate in the Office of the Oklahoma Secretary of State each year (also referred to as the annual report). You can find the document here. The annual certificate is very simple, it’s about a page and you have to pay a $25 fee. If you do not file the annual report prior to the deadline, the Oklahoma Secretary of State will usually change your limited liability company status from active to inactive.

The change in status can mean that the owners of the limited liability company are subject to individual liability for the time the company is an active. The Secretary of State normally e-mails the annual report reminders out several months in advance of when they are due to the primary business address for the limited liability company. A couple of things I recommend doing:

1. Check the Oklahoma Secretary of State’s website to make sure that your limited liability company is active.
2. If it is not active, take the necessary steps to bring it back to active status as soon as possible.
3. When you receive the annual report form, just take a few minutes to fill it out and send it in or fill it out online.

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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."

2 comments

shawnjroberts

No problem Chris, it is really simple thing, but most people are focused on running their business, which totally makes sense.

Chris Moroz

Thanks for the reminder Shawn!