Oklahoma Foreign Registration › Withdrawing

Withdrawing an Oklahoma foreign LLC registration

A foreign LLC leaves Oklahoma by filing SOS Form 0084, the Application for Withdrawal (Foreign Limited Liability Company), for $100. A corporation uses SOS Form 0017 for $100. We prepare either for $199.

Leaving at a glance

LLC withdrawal: SOS Form 0084, $100
Law: 18 O.S. 2047
Signed by: a manager, member or other person
Corporation withdrawal: SOS Form 0017, $100
Amend before leaving: $100
Change of agent: $25

When should an LLC withdraw?

When it has stopped transacting business in Oklahoma and does not plan to return. Staying registered costs $25 a year, so a dormant LLC that is not withdrawn keeps paying. The other risk is the quiet one: a registration left alone with nobody watching the email address on file will lapse after the anniversary passes unnoticed.

What the application states

The statute requires 5 statements: the company name and the state under whose law it is organized; that it is not transacting business in Oklahoma; that it surrenders its certificate of registration; that it revokes the authority of its registered agent and consents to service of process on the Secretary of State for any claim arising while it was registered; and an address to which process can be mailed. The Secretary of State asks for that mailing address because it becomes the place a plaintiff's papers are sent.

Who signs

The application is executed by a manager, member or other person. If a receiver or trustee has taken over the LLC, that person signs for it.

The lapse route

An LLC can also be withdrawn without filing anything. The registration is deemed withdrawn if the annual certificate and fee, or a registered agent fee owed to the Secretary of State, go unpaid for sixty days after the due date, with the withdrawal effective on the sixty-first day. That route leaves the company without a certificate of good standing and unable to sue, so it is a worse way to leave than a filed application.

Settle these first

If a collection suit might be needed, file it while the LLC is still registered, since an unregistered LLC transacting business cannot bring one. Make sure the mailing address you give for process is somewhere the company will still receive mail. Close any Oklahoma accounts and tax registrations with the agencies that keep them, and ask an Oklahoma accountant which remain open.

After the withdrawal is filed

Once the application is accepted, the LLC no longer holds an Oklahoma registration, its agent's authority is revoked and the Secretary of State is the one who receives process for claims arising from the period when it was registered. The Secretary of State mails a copy to the address the application gave. Keep that address current with whoever receives it for the company.

Changing the registration instead

If the LLC is staying but something has changed, the filing is not a withdrawal. A false or outdated statement is corrected for $100, switching the agent or office is $25, and altering only the mailing address is $10.

What happens to claims after you leave

Leaving does not erase claims from the registered period. The application consents to service of process through the Secretary of State for anything that arose while the LLC was authorized, and names a mailing address for the papers. If you are likely to be sued over Oklahoma work, that address matters more than the fee.

How a foreign corporation withdraws

A corporation files a certificate of withdrawal on SOS Form 0017 for $100. It states that it surrenders its authority and withdraws, and it gives an address to which the Secretary of State can mail process. A corporation that has dissolved at home attaches a copy of the home certificate of dissolution, or a certified copy of the court order or decree. When the withdrawal certificates issue, the agent appointment is revoked and process against the corporation is served on the Secretary of State.

Which form each entity uses to leave

Entity	Filing	Fee
LLC	Application for Withdrawal (Foreign Limited Liability Company)	$100
Corporation or nonprofit	Certificate of Withdrawal (Foreign Corporation)	$100

An LLC that registered and withdrew in the same year paid $400 in state charges. If it filed one annual certificate in between, the total is $425. A corporation at the minimum fee that qualified and withdrew paid $400.

Withdrawing through us

Confirm Oklahoma work has ended
The company has stopped doing business in Oklahoma.
Pick the process address
A place that will still receive mail for the company.
Gather the registration details
Company name and the home state.
Sign
An authorized person signs the completed application.
We file
The application goes to Oklahoma with the $100 fee.

Registered agent: first year included, then $149 a year

$199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.

Withdrawal questions

Can I withdraw instead of paying the next annual certificate?

Yes. Withdrawal costs $100 and ends the yearly $25 certificates.

May the LLC come back to Oklahoma later?

Yes, with a new application and fee.

Does withdrawing end my Oklahoma taxes?

No. Tax accounts are kept by other agencies.

Have Form 0084 filed

Our fee and the state's

Register in Oklahoma

The application completed from your answers
Your home certificate, dated within Oklahoma's age limit
An Oklahoma registered agent from us, or the one you pick
The certificate of registration returned to you
Renewal: after the first year, the agent service renews at $149 a year

Oklahoma

$199

+ $300 Oklahoma fee

Oklahoma's fee is $300, listed separately from our own. $199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.

Sources

Ready to register in Oklahoma?

Start the order and the certificate date is planned before anything is sent.