How to Start a Corporation in Oklahoma
Forming an Oklahoma corporation is relatively easy.
In order to get started, you will need to choose a legally-compliant business name, as well as appoint a registered agent (e.g., yourself, a partner, a registered agent service, etc.).
You will then need to file the Certificate of Incorporation — commonly known as the Articles of Incorporation — with the Oklahoma Secretary of State.
The last step will require you to hold an organizational meeting in order to draft your corporation’s bylaws and appoint its initial directors.
We’ll show you how to start a corporation in Oklahoma yourself.
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Step 1: Name Your Corporation
Step 2: Choose a Registered Agent
Step 3: Hold an Organizational Meeting
Step 4: File the Certificate of Incorporation
Step 5: Get an EIN
For a look at corporation formation in every state, check out our other How to Start a Corporation guides.
Not sure if a corporation is right for you? Check out our LLC vs. Corporation guide to help you make your decision.
Step 1: Name Your Oklahoma Corporation
Choosing a business name is the first step in starting a corporation.
1. Oklahoma naming guidelines:
Your corporate name:
- Cannot include the words “savings and loan”, “building and loan”, “savings association”, “savings bank” or any similar combination without receiving prior authorization.
- Must include the word “association”, “company”, “corporation”, “incorporated”, “institute”, “society”, “club”, “union”, “fund”, or “syndicate”. Suitable abbreviations can be used instead.
- Must be distinguishable from the names of all business entities that are registered to transact business in Oklahoma (including foreign entities).
- Must include the word “professional” if registering a professional corporation. The abbreviations “PC” or “P.C” can be used instead.
- Cannot include words that falsely suggest or state that the corporation is affiliated with or sponsored by a state or federal agency.
Read the Oklahoma state statute regarding corporation naming guidelines for more information.
2. Is my corporation name available in Oklahoma?
Your Oklahoma corporation name must be unique and distinguishable from other business names in Oklahoma. Use the Oklahoma Secretary of State’s Business Search Portal to determine if your desired business name is available.
3. Is the URL available?
Before registering your Oklahoma corporation, you’ll need to check if a good URL is available for your business name. It’s important to secure your URL right away.
Step 2: Choose an Oklahoma Registered Agent
You must appoint an Oklahoma registered agent when registering your corporation with the Oklahoma Secretary of State.
A registered agent is an individual or entity appointed to receive service of process, government correspondence, and compliance documents on behalf of a business.
Your registered agent can be an individual, business entity, or professional registered agent service. Any member of the corporation or individual can serve as your Oklahoma registered agent as long as the person:
- is 18 years or older
- has a physical address in the state where business activity is conducted
- is available (in person) during normal business hours
Recommended: Northwest offers one year of free registered agent services with their corporation formation package ($29 + State Fees).
Step 3: Hold an Organizational Meeting
Before you officially file the Certificate of Incorporation in Step 4, you will need to hold an organizational meeting to complete the following tasks:
- Fill out and execute the Certificate of Incorporation
- Create and approve bylaws
- Select your initial director(s)
- Determine your share structure
- Execute an Incorporator’s Statement
Create and Approve Corporate Bylaws
Bylaws are the rules that determine how your organization will be governed and run. For detailed instructions on creating your bylaws, read our corporate bylaws guide.
Appoint Initial Directors
You must appoint at least five directors who will oversee your Oklahoma corporation until the first shareholder meeting.
A corporate director is in charge of the adoption, amendment, and repeal of operational bylaws as well as the election, supervision, and removal of officers.
After forming the corporation, the incorporator(s) — or initial director(s), if named on the formation documents — should call an organizational meeting. During this initial meeting, either the incorporator(s) will elect the board of directors or the initial director(s) will appoint the officers.
Choose a Share Structure and Strategy
A share of stock is the unit of ownership of a corporation. Each share of stock represents a percentage of ownership of the company. For example, if a corporation issues one share of stock the shareholder (stock owner) would then own 100% of the corporation.
Shares can be structured into classes. Each class, termed a share class, holds different rights and privileges. You can have multiple classes and each class can hold any number of shares.
In Oklahoma, the Certificate of Incorporation allows you to indicate if the corporation will issue more than one authorized share class or series. You must indicate whether the share classes are common or preferred. Note that authorizing more shares increases the filing fee.
Common stock gives its shareholder voting rights whereas preferred stock does not. When it comes to company assets, preferred stockholders are paid before common stockholders.
Authorized Shares: the number of shares the corporation is allowed to issue.
Issued Shares: the total number of shares actually issued to shareholders.
Share Class: a group of shares that has a unique set of rights and privileges.
Create and Execute an Incorporator’s Statement
The incorporator(s) should sign an Incorporator’s Statement with complete names and addresses of each initial director and store it in the corporate records book.
This document names the initial director(s) that will serve until the board of directors is elected during the first shareholder meeting. It should be stored with the rest of your corporate records.
Step 4: File the Oklahoma Certificate of Incorporation
You will need to file the Oklahoma Certificate of Incorporation to set up a corporation in Oklahoma. You can file it by mail, in person or online with the Oklahoma Secretary of State.
There is a minimum filing fee of $50. The fee is one-tenth of one percent of the total authorized capital (TAC). If the TAC is $50,000 or less, the filing fee is $50. If the TAC is greater than $50,000, the fee is $1 per $1,000.
This document will cover the basics of your corporation, including:
- Corporate name and statement of purpose
- Corporate registered agent name and street address
- The number of authorized shares the corporation is allowed to issue
- Duration of the corporation
- Incorporator(s) name(s) and address(es)
- Corporate director(s) name(s) and address(es) (if incorporator powers terminate after the filing of the Certificate of Incorporation)
In Oklahoma, the Certificate of Incorporation allows you to indicate if the corporation will issue more than one authorized share class or series. You must indicate whether the share classes are common or preferred. Note: Authorizing more shares increases the filing fee.
Common stock gives its shareholder voting rights whereas preferred stock does not. When it comes to company assets, preferred stockholders are paid before common stockholders.
File the Oklahoma Certificate of Incorporation
Option 1: File Online With Oklahoma’s Business Entity Filing Website
File Online- OR -
Option 2: File the Certificate of Incorporation by Mail or In Person
Download FormFiling Cost: $50+
Filing Address:
Oklahoma Secretary of State
421 NW 13th St, Suite #210
Oklahoma City, OK 73103
Step 5: Get an EIN for Your Oklahoma Corporation
An Employer Identification Number (EIN) is used by the federal government to identify a business entity. It is essentially a Social Security number for the company. An EIN is needed:
- To open a bank account for the company
- For federal and state tax purposes
- To hire employees
Get an EIN
Option 1: Request an EIN from the IRS
- OR -
Option 2: Apply for an EIN by Mail or Fax
Mail to:
Internal Revenue Service
Attn: EIN Operation
Cincinnati, OH 45999
Fax: (855) 641-6935
Fee: Free
Running Your Corporation
It is very important to adhere to the formalities of running a corporation. Read our How to Run a Corporation guide to learn more.
Taxes & Licensing
Oklahoma State Corporation Tax Requirements
Depending on the nature of your business, you may be required to register for one or more forms of state tax:
Oklahoma Sales Tax
If you’re selling a product, you’ll typically need to register for a seller's permit through the Oklahoma Tax Commission’s website. This allows a business to collect sales tax.
Oklahoma Employer Taxes
If you hire employees, you will need to register for Oklahoma employer taxes through the Oklahoma Tax Commission’s website. This includes Employee Withholding Tax, Unemployment Insurance Tax, and Disability Insurance.
Pay the Oklahoma Corporate Annual Franchise Tax
Oklahoma corporations do not have to file an annual report with the Secretary of State, but they must pay an annual franchise tax. The rate is $1.25 for each $1,000 of capital invested or used in the state.
Oklahoma Corporation Licenses and Permits
To operate your corporation in Oklahoma, you must comply with federal, state, and local government regulations. For example, restaurants likely need health permits, building permits, signage permits, etc.
Learn more in our Oklahoma Business License guide.
Corporate Dissolution & Oklahoma Good Standing
How to Get an Oklahoma Certificate of Good Standing
A Certificate of Good Standing verifies that your Oklahoma corporation was legally formed and has been properly maintained.
You may order a Certificate of Good Standing online with the Oklahoma Secretary of State. After searching for your company, click “Order Documents” and then follow the prompts. The fee is $20.
Order a Certificate of Good Standing
Request a Certificate From the Oklahoma Business Entity Order Page
Request OnlineFee: $20
How to Dissolve a Corporation in Oklahoma
If at any point you would like to permanently stop doing business, or close your business, it is important to officially dissolve your corporation. Failure to do so in a timely fashion can result in tax liabilities, penalties, or even legal trouble.
There are five main steps to close your Oklahoma corporation:
- Stop doing business
- Hold a board meeting, vote on dissolution, and record the meeting in the corporation minutes
- File the Certificate of Dissolution with the Oklahoma Secretary of State
- Close your federal and state business tax accounts with the IRS and Oklahoma Tax Commission
- Close your business bank accounts
File Dissolution Documents
Oklahoma corporations have two options for filing dissolution documents: one for corporations that have not yet issued shares or conducted business and one for those that have.
Certificate of Dissolution (Prior to Issuing Shares)
If your corporation has not yet issued shares or conducted business, you should file the Certificate of Dissolution (Form 0020). This form outlines several scenarios so make sure your corporation qualifies for this filing. You also have the option to dissolve your corporation online. The fee for both methods is $50.
Certificate of Dissolution
If your corporation already issued shares and began conducting business, you should file the Certificate of Dissolution (Form 0019). You also have the option to dissolve your corporation online. The fee for both methods is $50.
Is a Corporation Right For You?
An LLC provides limited liability protection without corporate complexity.
Find out if an LLC is the right structure for you.
Steps After Forming a Corporation
After forming a corporation, you’ll want to protect your personal and business assets and build credit.
Taking these steps will set your business up for success:
- Open a Business Bank Account
- Open a Business Credit Card
- Establish and Build Business Credit
- Get Insurance
- Protect Your Corporate Veil
Form a Corporation with Northwest for $29 Plus State Fees
Oklahoma Corporation FAQ
In order to start a corporation in Oklahoma, you will need to file the Certificate of Incorporation with the Oklahoma Secretary of State.
The fee for this is one-tenth of one percent of the total authorized capital (a minimum $50 fee needs to be paid).
You will also need to find a suitable registered agent. This can be free if you take the role on yourself, or cost a small monthly fee if you pick a registered agent service.
An LLC is a lot more flexible when it comes to how it can be taxed and managed.
Moreover, LLCs are more affordable to set up — as well as maintain — and are not subject to a high degree of federal scrutiny (unlike corporations).
Having said that, corporations can be a great option for owners looking to attract private investors (e.g., venture capitalists, etc.).
This will depend on how you file the Certificate of Incorporation.
For example, documents that are delivered via mail or in person will be processed on the following business day, in the order that they are received.
Having said that, an additional $25 fee can be paid in order to receive same-day service (documents must be delivered before 4:45 pm CST).
See our How to Start a Corporation in Oklahoma guide for more information.
Not really, but it is relatively time-consuming in comparison to forming other business entities.
Starting a corporation is also more expensive, and requires more knowledge and expertise when it comes to how it needs to operate on a day-to-day basis in order to stay legitimate.
See our How to Run a Corporation article for more information.
Yes. This is because forming an LLC is less time-consuming, and requires less knowledge and capital.
Having said that, starting a corporation does not necessarily need to be difficult, especially if you use a business attorney or specialized formation service in order to get started.
Generally speaking, we recommend picking a corporation over an LLC only if you are interested in attracting significant private investment.