Okla. Stat. tit. 54, § 54-1-105
This is the official text of Okla. Stat. tit. 54, § 54-1-105, part of Oklahoma’s Stat. tit. 54, — part of the compiled statutory law of Oklahoma, published by the state as "Stat. tit. 54,." Browse the sections below, each linked to its official government source.
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Execution, filing, and recording of statements
Official statutory text
Execution, Filing, and Recording of Statements.
(a) A statement may be filed in the office of the Secretary of
State. A certified copy of a statement that is filed in an office
in another state may be filed in the office of the Secretary of
State. Either filing has the effect provided in this act with
respect to partnership property located in or transactions that
occur in this state.
(b) A certified copy of a statement that has been filed in the
office of the Secretary of State and recorded in the office for
recording transfers of real property has the effect provided for
recorded statements in this act. A recorded statement that is not a
certified copy of a statement filed in the office of the Secretary
Oklahoma Statutes - Title 54. Partnership Page 14
of State does not have the effect provided for recorded statements
in this act.
(c) A statement filed by a partnership must be executed by at
least two partners. Other statements must be executed by a partner
or other person authorized by this act. An individual who executes
a statement as, or on behalf of, a partner or other person named as
a partner in a statement shall personally declare under penalty of
perjury that the contents of the statement are accurate.
(d) A person authorized by this act to file a statement may
amend or cancel the statement by filing an amendment or cancellation
that names the partnership, identifies the statement, and states the
substance of the amendment or cancellation.
(e) A person who files a statement pursuant to this section
shall promptly send a copy of the statement to every nonfiling
partner and to any other person named as a partner in the statement.
Failure to send a copy of a statement to a partner or other person
does not limit the effectiveness of the statement as to a person not
a partner.
(f) The county clerk recording transfers of real property may
collect a fee for recording a statement.
(g) The Secretary of State shall charge and collect the
following fees:
(1) for filing a statement, a fee of One Hundred Dollars
($100.00);
(2) for filing an amendment, cancellation, or dissolution, a
fee of Fifty Dollars ($50.00);
(3) for filing a statement of denial, a fee of Twenty-five
Dollars ($25.00);
(4) for filing a statement of disassociation, a fee of Twenty-
five Dollars ($25.00);
(5) for filing a statement of change of agent or office,
resignation of agent, or change of chief executive office, a fee of
Twenty-five Dollars ($25.00);
(6) for filing a change of address for any individual or other
person authorized to do business in this state designated by a
partnership as its registered agent for service of process, or the
change of name or the resignation of a registered agent, a fee of
Twenty-five Dollars ($25.00) for the first forty partnerships and
Five Dollars ($5.00) for each additional partnership within any bulk
filing;
(7) for filing a statement of conversion, a fee of One Hundred
Dollars ($100.00);
(8) for filing a statement of merger, a fee of One Hundred
Dollars ($100.00); and
(9) for filing a fictitious name certificate, a fee of Fifty
Dollars ($50.00), and for an amendment to the certificate, a fee of
Twenty-five Dollars ($25.00).
Oklahoma Statutes - Title 54. Partnership Page 15
(h) A partnership name filed in a statement pursuant to this
act may not be the same as or indistinguishable from the name of any
other partnership, corporation, limited liability company or limited
partnership, trade name or fictitious name, or other name reserved
with or on file with the Secretary of State.
of
Twenty-five Dollars ($25.00).
Oklahoma Statutes - Title 54. Partnership Page 15
(h) A partnership name filed in a statement pursuant to this
act may not be the same as or indistinguishable from the name of any
other partnership, corporation, limited liability company or limited
partnership, trade name or fictitious name, or other name reserved
with or on file with the Secretary of State.
(i) The provisions of subparagraph h of this paragraph shall
not apply if one of the following is filed with the Secretary of
State:
(1) the written consent of the other partnership, corporation,
limited liability company, limited partnership, or holder of the
trade name, fictitious name or other reserved name to use the same
or indistinguishable name with the addition of one or more words,
numerals, numbers or letters to make that name distinguishable upon
the records of the Secretary of State, except that the addition of
words, numerals, numbers or letters to make the name distinguishable
shall not be required where such written consent states that the
consenting entity is about to change its name, cease to do business,
withdraw from the state or be wound up, or
(2) a certified copy of a final decree of a court of competent
jurisdiction establishing the prior right of such partnership or
holder of partnership name to the use of such name in this state.
(j) Any signature on any instrument authorized to be filed with
the Secretary of State under any provision of this act may be by
facsimile.
(a) A statement may be filed in the office of the Secretary of
State. A certified copy of a statement that is filed in an office
in another state may be filed in the office of the Secretary of
State. Either filing has the effect provided in this act with
respect to partnership property located in or transactions that
occur in this state.
(b) A certified copy of a statement that has been filed in the
office of the Secretary of State and recorded in the office for
recording transfers of real property has the effect provided for
recorded statements in this act. A recorded statement that is not a
certified copy of a statement filed in the office of the Secretary
Oklahoma Statutes - Title 54. Partnership Page 14
of State does not have the effect provided for recorded statements
in this act.
(c) A statement filed by a partnership must be executed by at
least two partners. Other statements must be executed by a partner
or other person authorized by this act. An individual who executes
a statement as, or on behalf of, a partner or other person named as
a partner in a statement shall personally declare under penalty of
perjury that the contents of the statement are accurate.
(d) A person authorized by this act to file a statement may
amend or cancel the statement by filing an amendment or cancellation
that names the partnership, identifies the statement, and states the
substance of the amendment or cancellation.
(e) A person who files a statement pursuant to this section
shall promptly send a copy of the statement to every nonfiling
partner and to any other person named as a partner in the statement.
Failure to send a copy of a statement to a partner or other person
does not limit the effectiveness of the statement as to a person not
a partner.
(f) The county clerk recording transfers of real property may
collect a fee for recording a statement.
(g) The Secretary of State shall charge and collect the
following fees:
(1) for filing a statement, a fee of One Hundred Dollars
($100.00);
(2) for filing an amendment, cancellation, or dissolution, a
fee of Fifty Dollars ($50.00);
(3) for filing a statement of denial, a fee of Twenty-five
Dollars ($25.00);
(4) for filing a statement of disassociation, a fee of Twenty-
five Dollars ($25.00);
(5) for filing a statement of change of agent or office,
resignation of agent, or change of chief executive office, a fee of
Twenty-five Dollars ($25.00);
(6) for filing a change of address for any individual or other
person authorized to do business in this state designated by a
partnership as its registered agent for service of process, or the
change of name or the resignation of a registered agent, a fee of
Twenty-five Dollars ($25.00) for the first forty partnerships and
Five Dollars ($5.00) for each additional partnership within any bulk
filing;
(7) for filing a statement of conversion, a fee of One Hundred
Dollars ($100.00);
(8) for filing a statement of merger, a fee of One Hundred
Dollars ($100.00); and
(9) for filing a fictitious name certificate, a fee of Fifty
Dollars ($50.00), and for an amendment to the certificate, a fee of
Twenty-five Dollars ($25.00).
Oklahoma Statutes - Title 54. Partnership Page 15
(h) A partnership name filed in a statement pursuant to this
act may not be the same as or indistinguishable from the name of any
other partnership, corporation, limited liability company or limited
partnership, trade name or fictitious name, or other name reserved
with or on file with the Secretary of State.
of
Twenty-five Dollars ($25.00).
Oklahoma Statutes - Title 54. Partnership Page 15
(h) A partnership name filed in a statement pursuant to this
act may not be the same as or indistinguishable from the name of any
other partnership, corporation, limited liability company or limited
partnership, trade name or fictitious name, or other name reserved
with or on file with the Secretary of State.
(i) The provisions of subparagraph h of this paragraph shall
not apply if one of the following is filed with the Secretary of
State:
(1) the written consent of the other partnership, corporation,
limited liability company, limited partnership, or holder of the
trade name, fictitious name or other reserved name to use the same
or indistinguishable name with the addition of one or more words,
numerals, numbers or letters to make that name distinguishable upon
the records of the Secretary of State, except that the addition of
words, numerals, numbers or letters to make the name distinguishable
shall not be required where such written consent states that the
consenting entity is about to change its name, cease to do business,
withdraw from the state or be wound up, or
(2) a certified copy of a final decree of a court of competent
jurisdiction establishing the prior right of such partnership or
holder of partnership name to the use of such name in this state.
(j) Any signature on any instrument authorized to be filed with
the Secretary of State under any provision of this act may be by
facsimile.
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