Okla. Stat. tit. 18, § 18-2046

certificate - Recording changes.

A. If any statement in the application for registration of a

foreign limited liability company was false when made or any

arrangements or other facts described have changed, making the

application inaccurate in any respect, the foreign limited liability

company shall promptly file in the Office of the Secretary of State

a certificate, signed by a manager, member, or other person,

correcting the statement and pay the fee provided for in Section

2055 of this title.

B. A registered foreign limited liability company shall record

any changes in its principal office, its registered agent, or the

registered agent's address, by filing with the Office of the

Secretary of State a statement of the change and paying the fee

provided for in Section 2055 of this title.

C. A foreign limited liability company authorized to transact

business in this state shall promptly file a certificate, issued by

the proper officer of the state or jurisdiction of its organization,

attesting to the occurrence of a merger, in the Office of the

Secretary of State and pay the fee provided for in Section 2055 of

this title, whenever it is the surviving limited liability company

and the merger:

1. Changes any statement in the application of registration of

the foreign limited liability company; or

Oklahoma Statutes - Title 18. Corporations Page 572

2. Involves any other foreign business entity authorized to

transact business in this state.

D. If the merger changes any arrangements or other facts

described in the application for registration of the surviving

foreign limited liability company, it shall also comply with the

provisions of this section; provided that it will not be required to

pay an additional fee.

E. Whenever a foreign limited liability company authorized to

transact business in this state ceases to exist because of a

statutory merger or consolidation with a foreign business entity not

qualified to transact business in this state, it shall comply with

the provisions of Section 2047 of this title.

F. A registered agent of a foreign limited liability company

may resign by filing with the Office of the Secretary of State a

copy of the resignation, signed and acknowledged by the agent, which

contains a statement that notice of the resignation was given to the

limited liability company at least thirty (30) days prior to the

filing of the resignation by mailing or delivering the notice to the

limited liability company at its address last known to the

registered agent and specifying such address therein.

1. Unless a later time is specified in the resignation, it is

effective thirty (30) days after it is filed.

2. If a foreign limited liability company fails to obtain and

designate a new registered agent prior to the expiration of the

thirty (30) days after the filing by the registered agent of a

resignation statement, the Secretary of State shall be deemed to be

the registered agent of such limited liability company.

G. Any individual or domestic or qualified foreign corporation,

limited liability company, or limited partnership designated by a

foreign limited liability company as its registered agent for

service of process may change the address of the registered office

of the limited liability company or limited liability companies for

which he or she is the registered agent to another address in this

state by filing with the Secretary of State a certificate in the

name of each affected limited liability company, executed and

acknowledged by the registered agent, setting forth the address at

which the registered agent has maintained the registered office, and

further certifying to the new address to which the registered office

will be changed on a given day, and at which new address the

registered agent will thereafter maintain the registered office.

Thereafter, or until further change of address, as authorized by
acknowledged by the registered agent, setting forth the address at

which the registered agent has maintained the registered office, and

further certifying to the new address to which the registered office

will be changed on a given day, and at which new address the

registered agent will thereafter maintain the registered office.

Thereafter, or until further change of address, as authorized by

law, the registered office in this state shall be located at the new

address of the registered agent thereof as given in the certificate.

H. In the event of a change of name of any individual or

domestic or qualified foreign corporation, limited liability

company, or limited partnership designated by a foreign limited

liability company as its registered agent for service of process,

Oklahoma Statutes - Title 18. Corporations Page 573

the registered agent shall file with the Secretary of State a

certificate in the name of each affected limited liability company,

executed and acknowledged by the registered agent, setting forth the

new name of the registered agent, the name of the registered agent

before it was changed, and the address at which the registered agent

has maintained the registered office for the affected limited

liability company, a change of name of any person or domestic or

qualified foreign corporation, limited liability company, or limited

partnership acting as registered agent as a result of a merger or

consolidation of the registered agent, with or into another person

or domestic or qualified foreign corporation, limited liability

company, or limited partnership which succeeds to its assets by

operation of law, shall be deemed a change of name for purposes of

this section.

I. If a limited liability company has no registered agent or

the registered agent cannot be found, then service of process on the

limited liability company may be made by serving the Secretary of

State as its agent as provided in Section 2004 of Title 12 of the

Oklahoma Statutes.