How to Dissolve an LLC in Oklahoma | LLC Closing Guide


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To dissolve a limited liability company one has to take up a set of required steps. In Oklahoma, if you and the members of the LLC want to discontinue business, then it is necessary to dissolve their business legally to avoid any administrative and legal consequences. To dissolve an LLC in Oklahoma, you are required to submit a complete Article of Dissolution to the Secretary of State. Before submitting the Article of Dissolution, one must follow the operating agreement.

oklahoma llc dissolution

If you have an Oklahoma LLC (domestic or foreign) you must have an operating agreement. The first step towards the dissolution of Oklahoma LLC is to follow the operating agreement. There are some points to be noted before proceeding with the official paperwork. At first, make sure all the members of the LLC are agreed to dissolve the business. Once all the members are ready, their consent should be recorded via voting. After casting their vote in favor of the dissolution, the legal process must be started. Here are the steps to address for dissolving Oklahoma LLC.

How to Dissolve an LLC in Oklahoma

Dissolution of Oklahoma LLC requires three broad procedural steps. Having an Oklahoma LLC Operating agreement, close all the tax accounts, and finally submit the Articles of Dissolution form to the Oklahoma Secretary of State.

Step 1: Follow Your Oklahoma LLC Operating Agreement

When you have started an LLC as a business entity, then there is an operating agreement that is formed. There are complete details of how the company will function and grow in that operating agreement, which acts as a comprehensive guide. There is also a dissolution process, which is added to your agreement. The common dissolution steps that almost every LLC follows are:-

First of all, the dissolution vote will take place among the LLC members in the dissolution meeting. If the majority is with the YES, then the process goes into legal proceedings.

  • All the dissolution votes will be noted down and recorded with the minutes of the meeting or a consent form.
  • After that, a formal date for dissolving the LLC will be decided.
  • The next step is counting the LLC assets and dividing them among the stakeholders and members accordingly.
  • Finally, the creditors of the business are notified, and the debts of the business are settled.

This is a general process. However, it is strongly recommended to seek professional help to avoid any complications when it comes to terminating an LLC.

Get a Professional Agent Service

When it comes to a limited liability company dissolution, it is important to get professional help. The Oklahoma registered agent will guide you with everything you need to close your limited liability company. While choosing a registered agent make sure they have a physical street address in the state. A professional service provider helps you to file the Article of Dissolution and close your various tax accounts without any hassle. Below are the best LLC services we strongly recommend for you.

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Step 2: Close All Tax Accounts

Every action that an official business takes is legally bound to some minimum business taxes. For that, various accounts, especially business entity tax account, are maintained by the state government with the help of various departments. You should consider all the taxes that you have paid for your LLC’s duration and make a list of them. 

You must contact all government entities and clear the amount of outstanding taxes due until the date you have decided for dissolution. All the taxes must be paid in advance so that you don’t face any issues in the further process of shutting down your LLC.

Some of the common taxes that limited liability companies have to pay are:

  • Unemployment insurance tax
  • Employee withholding tax if your LLC has employees.
  • If your LLC is engaged in selling taxable goods then they are liable to pay the sales and use tax.

Most of these taxes are normally filed, but some departments require official paperwork, without which it is impossible for the business to close their accounts. Apart from business taxes, federal taxes, personal income taxes, and franchise taxes are to be considered. For the franchise taxes, a franchise tax form is required.

That is why the LLC owner should go through the sales tax guide and hire an accounting service. If you want to do the accounting yourself or make accounting easy, try FreshBooks.

Tax clearance

While dissolving the Oklahoma LLC, the owner does not require to obtain a tax clearance certificate. However, if you have filed federal taxes, then you must go through the final return option on your IRS form. 

The IRS form for the LLC that are classified as partnerships is form 1065, and those LLC’s who have registered themselves as corporate should check IRS form 1120.

Step 3: File Articles of Dissolution

There is a list of dissolution documents that you, as an LLC owner, have to file. Once these articles are filed, the legal existence of the LLC will be over. Like an Oklahoma Articles of Organization, one has to file Oklahoma LLC Articles of Dissolution. The dissolution procedure and filing the articles of dissolution form is very easy and is discussed below.

  • First of all, the LLC owner(s) has to file the Article of Dissolution. There are multiple methods of filing available, such as file by mail, in-person drop, or/and online filing. To get the application form you need to visit the Secretary of State Website of Oklahoma state.
  • You can follow the filing instruction on the official portal so that the steps for dissolution will be easier to complete.
  • In that particular SOS website, the LLC owner has to look for the Domestic LLC Articles of Dissolution page.
  • If you want to dissolve Oklahoma Foreign LLC then look for the Foreign LLC Dissolution process.
  • There is a form available on this page, which is the article of dissolution you are looking for. You have to download that pdf form and start filling it.
  • You must fill in all the important and legal information in the form, so you should be extra careful.
  • After filling in all the important information, you must choose the mode of payment you want to use to pay the LLC dissolution filing fees.
  • After filling in every detail, one should submit the form through an official mail address and make a payment.
  • It takes 3-5 business days after filing of articles of dissolution if you are filing it by mail or in-person.

Mail to

Secretary of State
Oklahoma Secretary of State
421 N.W. 13th, Suite 210
Oklahoma City, Oklahoma 73103

Online FIling: Oklahoma Online LLC Dissolution

Filing Fee: $50


The LLC you owned is dissolved, and you are free from all the liabilities linked with the LLC and its taxes. A copy of both original articles and recorded articles should be submitted in front of the probate judge. Now it’s his call that he accepts your expedited dissolutions or not.


Points to Be Noted When Dissolving Oklahoma LLC

Apart from these three steps, no major dissolution rules are there in Oklahoma. However, there are some other tasks one has to keep in mind while dissolving an LLC legally.

Winding Up

There are some purposes of LLC that require some attention even after dissolution, known as winding up. The task of winding up includes.

  • For a certain period, the property of a business requires preservation.
  • If there is any civil case against the LLC, then the owner needs to finish them.
  • Settle all the existing disputes of LLC.
  • Transfer all the property of LLC to the names of partners.
  • Release all the liabilities that the LLC owes to others.
  • Rightful distribution of all the assets among members, according to their percentage of partnerships.

Cost of Dissolving LLC

LLC cost in Oklahoma includes the formation as well as dissolution fees. To dissolve an LLC in Oklahoma, LLCs have to file an Article of Dissolution. The filing fee is $50. The details are mentioned on the second page of the article dissolution filing form. Following are the ways to pay for the dissolution,

  • You can select a payment pick-up option.
  • There is an option of direct account transfer through your prepaid accounts.
  • LLC owners can also use their Credit cards, providing their complete details and types. Along with that, an original signature is required to authorize the transaction state will make.

After Dissolving Your LLC

After you formally dissolve your LLC, your business name will not be reserved anymore. Any other business entity will be eligible to use your Oklahoma LLC name immediately after 120 days of dissolving your LLC. On the other hand, if you have a foreign LLC in other states, then you must comply with the SOS of the state after the dissolution of your LLC in Oklahoma. A registered agent can help you do the needful.

Reasons Behind Dissolving Oklahoma LLC

Dissolving a business is a very significant decision for a company. So if the company is making this decision, they need to take it seriously too. It is better to notify the government that they are about to dissolve an LLC in Oklahoma.  This is critical to do to ensure the company doesn’t seem in operation. The decision of dissolution can be due to a lot of things; here, let’s discuss some of them, 

  • If the owners go bankrupt, they can decide to let go of the business. 
  • If the present company owners are facing a tough time getting to a decision. 
  • If the company has no future in the state anymore. 
  • If the products are not getting as much appreciation as they got in the past. 
  • If the company has no will to continue company anymore. 

Top Businesses in Oklahoma!

The economy of the state of Oklahoma is a very diversified one. With the help of the different industries in the state, a person can start an LLC in Oklahoma with ease. It is an easy thing for those good with the research and is always there to make all efforts. All that the economy needs is better businesses. Do you want to create one too? Check these industries for that!

  1. Mining industry: The most important mined products of the state of Oklahoma are natural gas and petroleum. If we talk about the leading producers of these products in the country, then it is Oklahoma. There are other mined products too, and they are coal, limestone quarries, iodine, gravel, and sand. The total contribution to the economy is $32.13 billion by the industry of mining. 
  2. Government enterprises: There is an excellent contribution to the GDP by this industry, and it is $27.49 billion in total. There are many services that we get from the government and their enterprises. The government enterprises of this state are providing a lot of help to the economy. We have seen that in numbers now, so we know how important they are. 
  3. Finance, renting, leasing and insurance: There are many property transfers for this sector of the economy in Oklahoma. Also, there is an increasing amount of demand for office space too. So the sector is really thriving and contributing $22.49 billion to the GDP too.

Oklahoma LLC Dissolution Review

Time needed: 5 minutes.

Here’s a recap of the steps you must follow when dissolving your Oklahoma LLC. Click on the steps in this list if you want to read the full detail.

  1. Follow Your Oklahoma LLC Operating Agreement

    Remember that when you started, you created an operating agreement. Use this agreement as a guide in proceeding with the dissolution of your LLC.

  2. Close All Tax Accounts

    Make sure you close all your tax accounts to avoid incurring further costs.

  3. File Articles of Dissolution

    File the article of dissolution to make it known to the state where your LLC operates is that you are indeed no longer in business.

What is the Cost to Dissolve an LLC in Oklahoma

There are many reasons for deciding to dissolve an LLC. It may be for debt relief, retirement, or to start a new endeavor. Whatever the reason, there are steps you can take to make the process less painful. Here are some things to keep in mind when preparing for the dissolution of an LLC in Oklahoma. Here are some tips to help you avoid making any costly mistakes. Listed below are some costs to expect when dissolving your LLC in Oklahoma.

You will need to file the articles of dissolution with the state. You can either file them yourself or hire a professional service provider. If you are not comfortable preparing and filing the dissolution paperwork yourself, you can use Incfile. You can also file the dissolution paperwork online. Be sure to check out the dissolution cost before you start the process. Once the dissolution process is complete, your business name will be available to anyone.

When dissolving an LLC in Oklahoma, you must file the appropriate articles of dissolution and close all tax accounts. The Oklahoma Secretary of State’s office will process the articles of dissolution within a week, although expedited processing is available for an additional fee. Oklahoma’s Secretary of State website has instructions on how to file articles of dissolution. A fee of $50 is required to file these articles of dissolution. If you are planning to file the articles online, you can download them at the SOS website.

F.A.Qs

Is there any filing fee the LLC owner has to pay for dissolving their LLC?

Yes, in Oklahoma, there is a fee of $50 to be paid for filing the Articles of Dissolution. Articles of Dissolution must be submitted to the Oklahoma SOS.

Is the revenue department clearance required for dissolution?

No, there is no requirement of revenue department clearance till the time the SOS of Oklahoma accepts the dissolution form.

Can someone else take the name I use for my LLC?

The name will also get deregistered with the dissolution of the LLC. But the name will not be allotted for the next 120 days. After that, if some business wants to name their LLC after the name chosen by you, then it is their choice.

Are there any financial penalties if I don’t dissolve my LLC legally and miss the reports?

If you have not dissolved your LLC, you are liable for business privilege tax, and if it is not paid on time, you are leveraged with 10% of the amount of tax or $50. After that, the additional penalties will increase by $1 per month. If it goes unpaid for a longer duration, then the chances of seizing your property can also recover the tax.

Are there any fees for the probate judge who is taking the dissolution decisions?

Yes, if you are dissolving your LLC, you have to pay some amount to the probate judge who was also present during your LLC formation in the probate office. The minimum fee of the judge is $50, which can vary.

In Conclusion

Limited liability companies reduce owners’ personal liability. Having an LLC is quite cost-effective. However, if it is required to close down the business, then the dissolution process should be done legally. Get a professional service to get everything done. We hope this article helps you to close your LLC in Oklahoma. If you have any query do let us know in the comment box. 

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