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. We’ll get your business stood up in minutes with a free domain, website, email, business phone, and more.

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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.

Can I reserve a business name in Oklahoma?

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.

What’s the difference between my corporation’s name and a DBA?

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. 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.

Learn why the pros use a registered agent service.

What does a registered agent do?

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 PO 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.

Can you be your own registered agent in Oklahoma?

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.

Can I change my registered agent after I start a corporation?

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.

Note: All of the information on this form will become part of the public record.

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.

How can I keep my personal information off 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.

How do I file a Oklahoma Certificate of Incorporation?

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

How much does it cost to start an Oklahoma corporation?

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.

Start Your Oklahoma Corporation Today!

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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.

Learn how to get an EIN for your corporation.

Do I need an EIN for my corporation?

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.

How do I get an EIN for my corporation?

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. File the Beneficial Ownership Information Report

Starting in January 2024, most US corporations will be required to file a Beneficial Ownership Information (BOI) Report with the Financial Crimes Enforcement Network (FinCEN). On this report, you’ll need to provide some information about your corporation, its beneficial owners, and (for new corporations) the company applicant.

  • Beneficial Owner: Anyone with at least 25% ownership stake in your company. Plus, anyone with significant control over company operations, such as your CEO, CFO, or General Counsel.
  • Company Applicant: The individual who filed your Oklahoma Certificate of Incorporation with the Secretary of State. (Note: Corporations formed prior to 2024 don’t need to include company applicant information.)

You can file the BOI Report online via FinCEN’s E-filing system or hire us to handle it for you for $9.

What's the deadline for filing the BOI Report?

The deadline for your first BOI Report will depend on when you incorporated:

  • Companies formed before 2024—January 1, 2025.
  • Companies formed in 2024—Within 90 days of incorporation.
  • Companies formed in 2025 or later—Within 30 days of incorporation.

What information is required on the BOI Report?

You’ll need to include identifying information for each beneficial owner and (for corporations formed in 2024 or later) your company applicant. You’ll also need to provide some information about the corporation itself.

Beneficial owner and company applicant information:

  • Full legal name
  • Birth date
  • Residential or business street address
  • Personal identification document (such as a driver’s license or passport), including the ID number

Company information:

  • Legal business name
  • Any trade names/DBAs
  • Physical business address
  • State of incorporation
  • Employer Identification Number (EIN)

Will I need to update the BOI Report?

Yes, you’ll need to file an updated BOI Report any time the information provided in the report changes, such as if your corporation changes owners or gets a new CEO. You have 30 days after the change occurs to file your updated report through FinCEN’s E-filing system.

Does information on the BOI Report go on the public record?

No. Unlike the information on your Oklahoma Certificate of Incorporation, the BOI Report isn’t public record. The information on this report will only be accessible to government agencies, law enforcement, and financial institutions that need to confirm customer identity.

Are there exemptions from the BOI Report?

Yes, there are 23 classes of exemption from the BOI Report. Exemptions include (but aren’t limited to):

  • Large operating companies
  • Most financial companies, such as banks and credit unions
  • Investment companies registered with the Securities and Exchange Commission (SEC)
  • Insurance companies registered with a state or federal agency
  • Public utilities companies registered with a state or federal agency
  • Tax-exempt entities

6. 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 Oklahoma Corporate Bylaws template), see our Oklahoma Corporate Bylaws resource.

Do I need bylaws for my Oklahoma corporation?

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.

What should bylaws include?

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.

How do I write bylaws?

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 offer many other free corporate forms as well, including templates for resolutions and meeting minutes.

7. 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.

Are there any special rules for Oklahoma organizational meetings?

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.

8. 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.

How do I open a bank account for my Oklahoma corporation?

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.

9. File Oklahoma Reports & Taxes

In Oklahoma, corporations file an annual report each year, along with a state franchise tax. Corporations are also subject to additional state taxes, including a corporate net income tax.

What is the Oklahoma Annual Report and State Franchise Tax?

The Oklahoma Annual Franchise Tax is a combination of an annual report and an annual tax. It can be filed online or by mail. For the annual report part, you have to list the current contact information for all your corporate officers. For the annual tax part, you’re subject to taxes on capital used or invested in the state.

Don’t have much capital in Oklahoma? If you have $200K or less in capital used or invested in the state, you don’t owe any taxes (but you still have to file a schedule of corporate officers).

How much is the Oklahoma Annual Report and State Franchise Tax?

For every $1,000 of revenue your business earns, Oklahoma’s Annual Franchise Tax will charge you $1.25. If your total tax due is $250 or less, you will be exempt from paying the tax. However, you will still be required to submit the tax return. The maximum franchise tax a corporation will pay is $20,000.

When is the Oklahoma Annual Report and State Franchise Tax due?

Your filing is due July 1st. Forget to file? After September 1st, you’ll pay a 10% penalty AND incur a 1.25% fee every month you’re late.

These filings can be easy to forget—which is why we send our clients automatic reminders for your Oklahoma Annual Report and State Franchise Tax filings. Or better yet, let us file for you. With our business renewal service, we send you the completed annual report for you to add your tax information, then submit the report for you for $100 plus the state fee and any tax owed.

What should I know about Oklahoma corporate taxes?

In addition to the Annual Franchise Tax, Oklahoma has a corporate net income tax. The rate is a flat 6%.

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%

Do corporations have to register with the Oklahoma Tax Commission?

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?