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Oklahoma LLC Annual Certificate: $25, Due on the Anniversary Date

Every Oklahoma LLC files an Annual Certificate with the Secretary of State for $25, due on the anniversary date of filing its articles. There is no late fee. The consequences are structural and slow: good standing is lost at 60 days, and the articles are deemed canceled at three years.

By the LLCForming research teamFees checked Nov 8, 2026

The Annual Certificate, in one table

Item	Oklahoma rule
Who files	Domestic LLCs, and foreign LLCs registered in Oklahoma, under Title 18, section 2055.2.
When	On the anniversary date of filing the articles of organization, or of registration for a foreign LLC, every year until cancellation of the articles or withdrawal of the registration.
Fee	$25. The certificate costs the same $25 whenever it is filed; section 2055.2 and the Secretary of State's fee schedule impose no late fee.
Notice	The Secretary of State sends notice at least 60 days before the anniversary date, to the LLC's last known electronic mail address of record, and nowhere else.
What it states	That the LLC is currently an active business, the street address of its principal place of business, wherever located, and the e-mail address of the primary contact. The e-mail address is required in order to receive future annual certificate notices.

Late, step one: good standing is lost at 60 days

An LLC that neglects, refuses, or fails to file the annual certificate within 60 days after the due date ceases to be in good standing as a domestic LLC, or ceases to be registered as a foreign LLC, in Oklahoma. No late fee attaches at that point, or at any later point, under section 2055.2. The certificate simply costs $25 whenever it is filed. What changes at 60 days is status, not price.

Late, step two: the filing bar and the court bar

While an LLC is out of good standing, section 2055.2(E) bars the Secretary of State from accepting for filing any certificate or articles for it, or issuing any certificate of good standing for it, until it is reinstated, apart from a registered agent resignation without a successor and an application for reinstatement. Section 2055.2(F) bars the LLC from maintaining any action, suit, or proceeding in any Oklahoma court until reinstated, and bars its successor or assignee the same way on a claim arising from business transacted while it was out of standing.

Late, step three: cancellation at three years

Loss of good standing does not itself dissolve the LLC. Under Title 18, section 2012.1(B), the articles of organization of a domestic LLC are deemed canceled only if the LLC fails to file the annual certificate and pay the annual fee under section 2055.2, or pay the registered agent fee due under section 2055, within three years from the date the certificate or fee is due. The cancellation is effective on the third anniversary of the due date.

Reinstatement: no fee, just the missed certificates

Reinstatement is where other guides misprice Oklahoma. The Secretary of State's Business Forms page lists Reinstatement at no fee for domestic and foreign LLCs, and the Application for Reinstatement, SOS Form 0145, filed under Title 18, section 2055.3, states that all delinquent annual certificates and fees due for each year must be attached, and that there is no additional fee due for the application form itself. Section 2055.3(A) requires filing all delinquent annual certificates and paying all delinquent annual certificate fees or all delinquent registered agent fees, and filing the application stating the LLC's name when it ceased to be in good standing, the date it ceased, and its current name if the old name is no longer available. So the arithmetic is simple: $25 for each delinquent annual certificate, plus any delinquent $40 registered agent fees, and nothing more. Three missed years cost $75. The $50 figure quoted elsewhere for reinstatement is the Articles of Dissolution fee, a different filing. Under section 2055.3(B), reinstatement relates back and takes effect as if the LLC had never ceased to be in good standing and as if its articles had never been canceled. Section 2055.3 covers LLCs whose articles were already canceled under section 2012.1(B), and neither the statute nor the form states a time limit, so this page publishes no reinstatement deadline.

The other standing duty: the registered agent

An Oklahoma LLC must continuously maintain a registered agent and a registered office under Title 18, section 2010. Keeping that record current is a $25 filing, the Change or Designation of Registered Agent and/or Registered Office and/or Principal Office. If the Secretary of State serves as the registered agent, a separate $40 annual agent fee applies, paid on July 1 each year; with the LLC itself, a resident individual, or another eligible entity serving, no $40 fee is due.

Closing an Oklahoma LLC on purpose takes one filing

Ending the LLC deliberately takes Articles of Dissolution, $50, filed under Title 18, section 2041 and signed by a manager, stating the name of the LLC, the date of filing of its articles of organization, the reason for filing, any future effective date, and other information, if any. A single filing closes the company; there is no second termination filing and no second fee. No tax clearance field, Tax Commission sign-off, or clearance attachment appears on the dissolution form, and no tax clearance filing for LLC dissolution appears on the Secretary of State's fee schedule or Business Forms page. That finding rests on the state's own materials, stated as an omission: no single official sentence saying an LLC needs no tax clearance was found, and closing tax accounts with the Oklahoma Tax Commission is a separate step from the Secretary of State filing. Our dissolution guide covers the wind up order.