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Oklahoma LLC Operating Agreement

The Oklahoma LLC Operating Agreement is the core document that is referred to when issues concerning an Oklahoma limited liability company (“LLC”) need to be resolved.

The LLC Operating Agreement is the most important document for your Oklahoma LLC.

In the case of a single member LLC, without the formality of an LLC Operating Agreement, the LLC can closely resemble a sole proprietorship, which does not limit your personal liability for business debts of the LLC.

With respect to a multi-member LLC, the LLC Operating Agreement reflects the agreement among the members with respect to the affairs and management of the LLC and governs the relationship amongst the members of the LLC. By having an LLC Operating Agreement, the members will be provided with a clear set of rules that all members have agreed upon greatly reducing the likelihood of disagreement between them in the future. A LLC Operating Agreement will also greatly reduce financial and management misunderstandings, and make sure your business is governed by your own rules -- not default rules created by the state of Oklahoma.

Need a LLC Operating Agreement for your Oklahoma LLC? will generate a customized LLC Operating agreement for your Oklahoma LLC in a matter of minutes.

Whether your LLC will have one or more members, will be managed by its members or by elected managers, or will be granting one or more members an interest in the LLC for the performance of services, will generate a customized LLC operating agreement tailored to the needs of your business.

If you don’t want to spend thousands of dollars on a lawyer and don’t trust outdated internet forms, then let help you create a customized LLC operating agreement for your Oklahoma LLC.


The LLC operating agreement does not have to be filed with any state agency. All states, including the state of Oklahoma will enforce valid operating agreements entered into among LLC members. The operating agreement will only be enforced against the persons who are parties to the agreement. Therefore, it is extremely important that all members of an LLC sign the operating agreement.

Your Oklahoma Limited Liability Company

LLC Filing Office

Secretary of State
Business Filing Department
2300 N. Lincoln Blvd., Room 101
Oklahoma City, OK 73105-4897
Tel: 405-521-3912
Check Name Availability

Entity or Franchise Level Tax

Oklahoma does not require partnerships, LLCs taxable as partnerships, or disregarded single-member LLCs to pay a general net worth tax based on net income.

State LLC Act

The Oklahoma LLC Act is contained in Title 18, Chapter 32 of the Oklahoma Statutes.
The Oklahoma LLC Act

Important Statutory Rules

LLC Management

An LLC is managed by its managers unless the Operating Agreement states that the LLC is to be managed by one or more members.

Admission of Members

No statutory rule exists for admitting members.  The Operating Agreement shall govern how new members are admitted to the LLC.  Unless otherwise provided in the Operating Agreement, the admission of a transferee as a member must be approved by the members holding a majority of the capital interests of the LLC.

Amending the Operating Agreement

Unless otherwise provided in the Operating Agreement, amendments to the Operating Agreement require approval by a majority vote of the members.  However, all members must approve amendments to the Operating Agreement that:

·         Reduce the LLC’s term of existence

·         Reduce the vote required to dissolve the LLC

·         Permit the member to voluntarily withdraw from the LLC

·         Reduce the vote required to amend the Operating Agreement or Articles of Organization


Unless otherwise specified in the Operating Agreement, unanimous written consent of all members is required to voluntarily dissolve the LLC.




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