Start a Corporation in Oklahoma
Use our free business tools below to complete your Oklahoma Corporation Certificate of Incorporation. This is the document you file directly with the Oklahoma Secretary of State to form your corporation.
If you want more, hire us to form your corporation in Oklahoma for just $39 + state fees. We’ll get your business stood up in minutes with a free domain, website, email, business phone, and more.
How to Start a Corporation in Oklahoma
An Oklahoma corporation is a business with a legal existence that is separate from its owners. If properly maintained, a corporation can conduct business in its own name and has many of the rights and obligations of a natural person, including the ability to enter into contracts, sue and be sued, hold assets, and pay taxes in its own name.
To start a corporation in Oklahoma, you’ll need to do three things: appoint a registered agent, choose a name for your business, and file a Certificate of Incorporation with the Secretary of State. You can file this document online, by mail, or in person. The certificate costs a minimum of $50 to file. Once filed with the state, this document formally creates your Oklahoma corporation.
1. Name Your Corporation
First, you need a business name. You can name your corporation pretty much anything you want, as long as it follows Oklahoma’s naming rules. Basically, your corporation name must:
- Contain an indicator like Corporation or Inc. See 18 OK Stat § 18-1006 for a list of acceptable indicators.
- Be unique among approved business names in Oklahoma.
- Not include words or abbreviations that make it sound like the corporation is another kind of entity, like LLC or Limited Partnership.
Already have a business name? Check to see if it’s available.
Let’s say you’ve got your business name all picked out and ready to go, but you just aren’t ready to form your corporation yet. Never fear, Oklahoma allows you to file an Application for Reservation of a Name and put a hold on the name. It costs $10 and you can file online or by mail. Your name reservation will be good for 60 days.
Your corporation’s name is the legal name that you’ll register with the state when you fill out and file your certificate. A DBA, short for “doing business as,” is sometimes called a trade name or fictitious name. Using a DBA allows a corporation to operate under a different name than the one it was registered with.
It works like this: Say you’ve registered a restaurant as Sooner Spoons, Inc., but want to expand with a new cafe with a different theme. Rather than spending the time and money to register a totally separate corporation, you can simply obtain a DBA by filing a Trade Name Report form with the Oklahoma Secretary of State for a $25 filing fee.
Thinking about using a trade name? Learn How to Get an Oklahoma DBA.
2. Designate a Registered Agent
The next step is finding an Oklahoma registered agent. A registered agent is someone you appoint to accept important legal and state mail on behalf of your corporation. Your registered agent could be you, another individual, or a company (like us). In Oklahoma, every corporation is required to keep and maintain a registered agent.
Note: Before you can move on to the next step (filing a Certificate of Incorporation), you’ll need to know your registered agent’s name and address.
The requirements for an Oklahoma registered agent are outlined in 18 OK Stat § 18-1022. At a minimum, your registered agent must:
- Have a physical address (no P.O. Boxes or virtual offices) in the state of Oklahoma.
- Keep regular business hours.
- Accept legal mail and correspondence from the Oklahoma Secretary of State on behalf of your business and get them to you fast.
Learn why the pros use a registered agent service.
If you don’t mind the state of Oklahoma publishing your name and address on public documents, then yes, you can be your own registered agent. If you’d prefer to make it more difficult for spammers, robocallers, and identity thieves to find you, then you’re probably better off hiring a registered agent. A good registered agent will list their address in place of your own on all public documents.
Hiring a registered agent also ensures you won’t miss an important legal summons when you go out of town.
If you’re looking to change your Oklahoma registered agent, you’ll need to complete and file a Change or Designation of Registered Agent form with the Oklahoma Secretary of State. The form must be submitted by mail, in person, or online, and costs $25 to file.
3. Submit Certificate of Incorporation
Your Certificate of Incorporation is the name of the document that—once approved by the Secretary of State’s office—legally creates your Oklahoma corporation. When the form is completed, you’ll submit it to the Oklahoma Secretary of State online, by mail, or in person.
Provide the following information about your corporation in order to successfully fill out the certificate:
- Benefit corporation. Select a box to indicate if your business will be a regular for-profit corporation or a benefit corporation. Benefit corporations are formed under the Oklahoma Benefit Corporation Act for general public benefit, defined as having “a material positive impact on society and the environment.” Benefit corporations are subject to different requirements, like filing annual benefit statements.
- Business name. Include an indicator like Corporation, Inc. or Ltd.
- Registered agent and registered office. The name and address of someone designated to accept legal mail on behalf of your corporation.
- Email address. The state uses this email to send your Annual Franchise Tax notifications (the email address becomes public record).
- Duration. Enter how many years you want the corporation to exist, or skip for it to continue indefinitely.
- Purpose. List a specific purpose for the business, or a general purpose: “to engage in any lawful act or activity for which corporations may be organized under the general corporation law of Oklahoma.”
- Authorized capital.The number of shares you’re creating for each class or series of shares, along with their par value (typically the lowest price a share can be traded for).
- Incorporator(s). The person who completes and submits your certificate.
- Directors. The names and mailing addresses of your corporation’s directors.
- Execution. The signatures of each of the previously listed incorporators.
Note: All of the information on this form will become part of the public record.
Once your personal information is on the internet, there’s no taking it back. The names, addresses, and phone numbers listed on your certificate will be readily available for marketers to find, use, and sell. That’s not a great feeling.
You can keep your personal information private by hiring a registered agent who will let you list their business address as your own on this form—like us. We list our business address across this form so you don’t have to. It’s the best way to guard your privacy when forming a corporation.
Oklahoma allows you to file your Certificate of Incorporation online, by mail, or in person.
Mail and in-person filings:
Secretary of State
421 NW 13th Street
Suite 210
Oklahoma City, OK 73103
Online filings:
Oklahoma Business Services
At least $50. This is the minimum fee for filing an Oklahoma Certificate of Incorporation. However, if your corporation has more than $50K of authorized capital, the filing fee increases by $1 for every $1K of capital.
Paying online with a credit card? You’ll also pay a 4% processing fee.
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4. Get an EIN
Your Federal Employer Identification Number (commonly known as an EIN or FEIN) is similar to a Social Security number for your business. The IRS assigns these numbers and uses them to easily identify individual corporations on tax filings, including federal corporate income tax returns.
Yes. The IRS requires corporations to get an EIN for their federal tax filings. You’ll also need an EIN to use the state’s Oklahoma Taxpayer Access Point (OkTAP) for state taxes.
You may also be asked for your EIN when opening a bank account, securing a loan, or applying for local business permits and licenses.
You can get an EIN directly from the IRS. The application is free, and most businesses can apply online. However, if you don’t have a Social Security number, you’ll need to submit a paper application form.
Can’t bear to fill out yet another application? Hire Northwest to get your EIN for you. Just add on EIN service during checkout when you sign up for our incorporation service.
5. Write Corporate Bylaws
Bylaws are the internal rules you set for your business. They put into writing how decisions will be made and who gets to make those decisions. All the major organizational processes and procedures for your corporation will go in your bylaws.
For more on Oklahoma corporate bylaws (including a free template), see our Oklahoma corporate bylaws resource.
For corporations formed under the Oklahoma General Corporation Act, there’s no specific statute that says you must create bylaws. Instead, Oklahoma Statute § 18-1013 notes that bylaws MAY be adopted.
However, drafting bylaws is a good idea (and common practice). Any corporate bylaws you create should be kept with your other corporate records, such as meeting minutes and resolutions.
Corporate bylaws cover basic policies and procedures for issues such as company finances and management. Bylaws should cover a range of topics, answering key questions like those below:
- Meetings: When and where will meetings for shareholders and directors be held? How many attendees are required to transact business? What are the procedures for voting or proxy voting? How do you call a special meeting? What actions can be taken without a meeting?
- Stock: How are stock certificates issued and transferred? How is voting affected by issues such as corporate stock owners or fractional shares?
- Directors and officers: How many directors must there be? Which officer positions are required? What powers do they have? How do you fill a vacancy or remove a director or officer?
- Finances: What are the procedures for retaining profits, issuing dividends, and paying bills? Who can withdraw money from the corporate bank account or sign checks?
- Records: Where is the corporate book to be kept? What information will be maintained? How are requests for review or access honored? Can records or copies be kept or distributed digitally?
- Amendments and emergencies: Who can amend bylaws and how? Can emergency bylaws be adopted in the case of disaster?
Oklahoma bylaws can make other provisions as well, assuming additions are in accordance with state law.
Creating bylaws can be overwhelming—where do you start? Northwest can help. We give you free corporate bylaws when you hire us to form your Oklahoma corporation. We know what kinds of topics and questions corporations need to address, and we’ve spent years refining and improving our forms.
We also offer many other free corporate forms as well, including templates for resolutions and meeting minutes.
6. Hold an Organizational Meeting
An organizational meeting is the first official meeting of the corporation after the business is legally formed with the state. At this meeting, bylaws are adopted, officers are appointed, and any other initial business is conducted. The first meeting minutes should also be recorded and added to your corporate record book.
Per Oklahoma Statute § 18-1012, the organizational meeting requires at least 2 days written notice, which should include the time, place and purposes of the meeting. Notice can be waived, however. The meeting doesn’t have to be held in Oklahoma.
7. Open a Corporate Bank Account
Businesses that mix personal and business finances together risk losing their liability protections, so your corporation will need its own bank account. In addition, a corporate bank account is essential for easily accepting payments, paying bills and holding funds.
To open a corporate bank account in Oklahoma, you’ll need to bring the following with you to the bank:
- a copy of the Oklahoma corporation’s Certificate of Incorporation
- the corporation’s bylaws
- the corporation’s EIN
If your bylaws don’t specifically assign the power to open a bank account, you may also want to bring a corporate resolution to open a bank account. The resolution would state that the person going to the bank is authorized by the business to open the account in the name of the corporation.
At Northwest, we provide free corporate bank resolutions, along with many other free corporate forms, to help you get started fast.
8. File Oklahoma Reports & Taxes
Unlike many states, In Oklahoma, corporations do not file an annual report or pay an annual state franchise tax. However, corporations are subject to additional state taxes, including a corporate net income tax.
In addition to the Annual Franchise Tax, Oklahoma has a corporate net income tax. The rate is a flat 4%.
The state sales tax rate is 4.5%. However, cities and counties are allowed to tack on additional local sales taxes as well. To get an idea of what customers actually pay at the counter, below are the total sales tax rates in Oklahoma’s 5 largest cities:
Oklahoma City: 8.63%
Tulsa: 8.52%
Norman: 8.76%
Broken Arrow: 8.42%
Lawton: 9.01%
Yes, if you conduct business in Oklahoma, you’re required to register with the Oklahoma Tax Commission. You can register on Oklahoma’s Tax Payer Access Point (OkTAP). You’ll need your EIN before you can register.
Ready to Start a Corporation in Oklahoma?
