Oklahoma LLC Operating Agreement: Everything You Need to Know
An Oklahoma LLC operating agreement is a legal document that will set all operating procedures, policies, relations, and other important aspects of the business.3 min read
An Oklahoma LLC operating agreement is a legal document that will set all operating procedures, policies, relations, and other important aspects of the business. Although this document is not required in the state of Oklahoma, it is highly recommended that you create one. This is especially true if you form a multi-member LLC, as it will help clarify the entity's internal affairs. Once created, you do not need to file this paperwork with the Secretary of State.
Choose a Name For Your LLC
When naming your LLC, know that Oklahoma law requires the use of the words "limited liability company" or an abbreviation. You must also choose a name that is unique and distinguishable from any other business currently registered with the Oklahoma Secretary of State. To practice due diligence, search your desired name on the state's database.
If you would like to reserve your name, you can do so for a total of 60 days. This will require you to file an application for reservation of name. This can be completed online or by mail and costs $10 to file.
File Articles of Organization
To officially form your LLC, you will need to submit articles of organization with the Secretary of State. This paperwork will include the name of your LLC, the address of your LLC, its terms of existence, and the associated name and address of your registered agent.
Once again, this process can be achieved by filing online or via postal mail. The fee to complete this step is $100.
Appoint a Registered Agent
As an Oklahoma LLC, you must select a registered agent, a person or entity authorized to send and receive legal documentation. This individual or business must be a resident of Oklahoma or be an Oklahoma LLC itself. Your registered agent can also be a foreign or domestic business that is able to conduct business in the state of Oklahoma.
Prepare an Operating Agreement
Although an operating agreement is not required in the state of Oklahoma, completion of this step is highly recommended. This document will outline each member's managerial and financial duties. If you do create an operating agreement, it does not need to be filed with the articles of organization. Rather, it should be kept on file and easily accessible to all interested parties.
Comply with Other Tax and Regulatory Requirements
If your LLC has more than one member or you plan to hire employees, you must obtain an employer identification number from the IRS. If you are a single-member LLC, you will need to obtain an EIN if you would like to seek corporate election for tax purposes. There is no fee to apply for an EIN. However, you will need to file Form SS-4 with the IRS.
In addition, depending on the type of business you operate, you may require licenses or permits.
In some cases, you may also need to register with the Oklahoma Tax Commission. This will be required if you have employees or you will be selling goods that require you to collect sales tax. Depending on the tax, you can typically register online.
What Is an Operating Agreement?
If you have already formed your LLC but have not yet created your operating agreement, understand that this paperwork is an agreement between owners — or in this case, "members." It should include how the LLC will be managed, how taxes will be paid, how profits will be distributed, etc.
When members sign, they are agreeing to the terms outlined in the document. Being an internal document, this agreement can simply be filed with your personal records. It is recommended that each member obtain their own copy and since it is fluid, changes can be made at any time as long as all members are in agreement about the changes.
Forming an LLC in Oklahoma is an exciting and rewarding process. Although it is easy to get caught up in each step, do not overlook the importance of your operating agreement. If you have any questions or concerns, it is best to seek legal counsel — especially if you have never created an operating agreement in the past.
If you need help with your Oklahoma LLC operating agreement, you can post your legal need on UpCounsel's marketplace. UpCounsel accepts only the top 5 percent of lawyers to its site. Lawyers on UpCounsel come from law schools such as Harvard Law and Yale Law and average 14 years of legal experience, including work with or on behalf of companies like Google, Menlo Ventures, and Airbnb.