Okla. Stat. tit. 18, § 18-2012.1
This is the official text of Okla. Stat. tit. 18, § 18-2012.1, part of Oklahoma’s Stat. tit. 18, — part of the compiled statutory law of Oklahoma, published by the state as "Stat. tit. 18,." Browse the sections below, each linked to its official government source.
Not legal advice. This page reproduces the official text of a government statute for reference only. Laws change, and how a statute applies depends on your specific facts. For advice about your situation, consult a licensed attorney in your state.
Cancellation of articles of organization
Official statutory text
CANCELLATION OF ARTICLES OF ORGANIZATION
Oklahoma Statutes - Title 18. Corporations Page 548
A. The articles of organization or registered series shall be
canceled:
1. Upon the dissolution and the completion of winding up of a
limited liability company or registered series;
2. As provided in subsection B of this section;
3. Upon the filing of a certificate of merger or consolidation
if the domestic limited liability company or registered series is
not the surviving or resulting entity in a merger or consolidation;
4. Upon the conversion of a domestic limited liability company
approved in accordance with Section 2054.2 of this title;
5. Upon the filing of articles of division if the limited
liability company is a dividing company that is not a surviving
company; or
6. Upon the future effective date or time of the articles of
division if the limited liability company is a dividing company that
is not a surviving company.
B. The articles of organization of a domestic limited liability
company or articles of registered series of a registered series
shall be deemed to be canceled if the domestic limited liability
company or registered series fails to file the annual certificate
and pay the annual fee provided in Section 2055.2 of this title or
pay the registered agent fee to the Secretary of State due under
Section 2055 of this title within three (3) years from the date the
certificate or fee is due, the cancellation to be effective on the
third anniversary of the due date.
C. A limited liability company whose articles of organization
or registered series whose articles of registered series have been
canceled under subsection B of this section may apply for
reinstatement under subsection A of Section 2055.3 of this title.
Oklahoma Statutes - Title 18. Corporations Page 548
A. The articles of organization or registered series shall be
canceled:
1. Upon the dissolution and the completion of winding up of a
limited liability company or registered series;
2. As provided in subsection B of this section;
3. Upon the filing of a certificate of merger or consolidation
if the domestic limited liability company or registered series is
not the surviving or resulting entity in a merger or consolidation;
4. Upon the conversion of a domestic limited liability company
approved in accordance with Section 2054.2 of this title;
5. Upon the filing of articles of division if the limited
liability company is a dividing company that is not a surviving
company; or
6. Upon the future effective date or time of the articles of
division if the limited liability company is a dividing company that
is not a surviving company.
B. The articles of organization of a domestic limited liability
company or articles of registered series of a registered series
shall be deemed to be canceled if the domestic limited liability
company or registered series fails to file the annual certificate
and pay the annual fee provided in Section 2055.2 of this title or
pay the registered agent fee to the Secretary of State due under
Section 2055 of this title within three (3) years from the date the
certificate or fee is due, the cancellation to be effective on the
third anniversary of the due date.
C. A limited liability company whose articles of organization
or registered series whose articles of registered series have been
canceled under subsection B of this section may apply for
reinstatement under subsection A of Section 2055.3 of this title.
Status: in_force · Read it on the official government site
Need a lawyer in Oklahoma?
Find a Oklahoma lawyer
About this page: Statute text is reproduced from official government publishers via the
Open US Law dataset
(Vaquill AI, snapshot v2026.08, CC BY 4.0). Primary legislative text like this is public domain under the government-edicts doctrine
(Georgia v. Public.Resource.Org, 2020). We link every section back to its official source so you can verify it independently.