Bill > SB115

This bill amends Oklahoma's law regarding limited liability companies (LLCs) by modifying the conditions under which members or managers can be held personally liable for a company's debts or obligations. Currently, members and managers are typically protected from personal liability when an LLC fails to file annual certificates or pay required fees. The proposed change introduces an exception to this protection: if a member or manager knew or should have known that the company had ceased to be in good standing, had its articles of organization canceled, or was no longer properly registered, and the company lacks sufficient net assets to cover its obligations at the time the member or manager committed the company to a liability, they could be held personally responsible. The bill provides a detailed process for LLC reinstatement, including filing delinquent certificates, paying outstanding fees, and obtaining a certificate of reinstatement from the Secretary of State. The changes aim to provide more accountability for LLC members while maintaining a straightforward path to restoring a company's good standing. The bill is set to become effective on November 1, 2025, giving businesses ample time to prepare for the new liability standards.

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http://www.oklegislature.gov/BillInfo.aspx?Bill=sb115&Session=2500