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How to Dissolve a Corporation in Oklahoma (Certificate of Dissolution, $50)

Updated September 4, 2026. Quick answer: a Oklahoma for-profit corporation dissolves by filing Certificate of Dissolution under 18 O.S. §§ 1095, 1096 (Oklahoma General Corporation Act, Title 18, Chapter 22) for $50, and Oklahoma does not gate the filing on a tax clearance certificate.

The filing, and what Oklahoma calls it

For a corporation that has issued shares and commenced business, the board adopts a resolution recommending dissolution and shareholders vote at a meeting (or all shareholders consent in writing), after which a Certificate of Dissolution is executed, acknowledged, and filed with the Secretary of State under 18 O.S. § 1096. A corporation that has not issued shares or not commenced business may instead dissolve by a simpler certificate under § 1095. The corporation continues for 3 years after dissolution (or longer if a suit is pending) solely to wind up its affairs under § 1099.

The tax clearance question

Oklahoma does not gate the Certificate of Dissolution on a tax clearance certificate. Neither 18 O.S. § 1096 nor the Secretary of State’s own Certificate of Dissolution form (FM0019) requires attaching any Oklahoma Tax Commission clearance, compliance letter, or good-standing certificate as a condition of filing; the form only requires corporate identity, authorization, and officer/director information. (18 O.S. § 1096 (no tax-clearance condition stated); OK Secretary of State Certificate of Dissolution form FM0019) That does not erase the corporation’s final tax filings; it just means the Secretary of State’s office is not the one checking for them before accepting the paperwork.

Creditors and the claims window

Oklahoma makes available, but does not require, a formal notice-to-known-and-unknown-creditors procedure, with a 60-day claims-bar window. After dissolution, the corporation or a successor entity may give notice of the dissolution to claimants (not mandatory); the notice must set a claim deadline no earlier than sixty (60) days from the date of the notice, after which unpresented claims are barred (18 O.S. § 1100.1(A)(1)). (18 O.S. § 1100.1)

What the filing costs

The Certificate of Dissolution carries a $50 filing fee. $50.00 filing fee stated on the current SOS Certificate of Dissolution (Profit Corporation) form, FM0019.

What this page does not answer

Dissolving the entity at the state level and closing it out with the IRS are two separate processes. A final federal return, IRS Form 966 in some circumstances, and canceling the EIN are governed by federal law, not by Oklahoma’s corporation statute, and this cluster does not source them. We have the state-filing answer at primary and the federal-closeout answer not at all.

This page sells nothing and links to no filing service. Dissolving a corporation is a filing-desk task with a statutory answer, and the answer is either in the state’s code and the Secretary of State’s own instructions or it is not.

This page covers a for-profit business corporation. If you are closing an LLC in Oklahoma instead, the filing, fee and statute are different: see dissolving an LLC in Oklahoma.

Sources

Every citation on this page is statutory or the Secretary of State’s own official filing instructions. No formation service, no registered-agent marketing page and no aggregator is cited anywhere in this cluster; those are the only publishers of the competing versions.

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