Business Entity RegulationsBusiness Entity RegulationsBusiness Entity RegulationsWhen starting a new business, it helps to have a strong understanding of the regulations established in the state where the business operates. There are many types of business entities that can be formed. Choosing the right business entity can reduce liability exposure, minimize taxes, and ensure that the business can be financed and run efficiently. Formalizing the business also clarifies the ownership stakes of those involved. One such entity is a corporation. The standard corporation, also called a C Corporation, is the most common corporate structure. Its profits are taxed both at the corporate and individual level and it must comply with the greatest number of formalities. In the state of Oklahoma, regulations for corporations exist in the Oklahoma Statutes. Title 18 of the Oklahoma Statutes, commonly known as the Oklahoma General Corporation Act (OGCA), applies to all corporations except those expressly excluded and those for which special statutes are in existence with which the provisions of Title 18 may conflict. The OGCA requires companies or persons wishing to form a corporation to register in the Office of the Secretary of State. Registering involves the preparation and filing of a signed certificate of incorporation that includes the name of the corporation its: registered agent and/or office, duration, purpose, authorized capital, directions, and incorporators. Registering and filing a certificate of incorporation can be done in person or it can be mailed in to the Business Filing Department at 2300 N. Lincoln Blvd., Room 101 in Oklahoma City, Oklahoma 73105.
In some instances a corporation may exist and conduct business in the state of Oklahoma but has registered and filed a certificate of incorporation in another state. These entities are treated as foreign corporations and have additional requirements outlined in the OGCA. For example, the filing procedure for foreign corporations also includes the preparation and filing with the Secretary of State two signed copies of a certificate of qualification along with the original certificate of incorporation issued in the jurisdiction of its incorporation evidencing its corporate existence. This certificate must be dated within 60 days of filing with the Secretary of States Office. An example of a foreign corporation registered in the State of Oklahoma would be the company where I work, Lowrance Electronics Inc. Lowrance
I was born or bequeathed a wife, but the corporation is not a foreign corporation. Thus, foreign corporations who make a foreign certificate of their foreign status will have to hold an annual tax rate of 21% to qualify.
In some instances, a corporation may exist and conduct business in the state of Oklahoma but has registered and filed a certificate of incorporation in another state. These entities are treated as foreign corporations and have additional requirements outlined in the OGCA. For example, the filing procedure for foreign corporations also includes the preparation and filing with the Secretary of State two signed copies of a certificate of qualification along with the original certificate of incorporation issued in the jurisdiction of its incorporation evidencing its corporate existence. This certificate must be dated within 60 days of filing with the Secretary of State Office. An example of a foreign corporation registered in the State of Oklahoma would be the company where I work, Lowrance Electronics Inc. I, the wife of a corporate vice chairman, may be registered for a tax exemption from a local tax. However, the corporation must be in a business organization that does not meet the definition of a foreign corporation under the law if its foreign registration is in a corporation other than a single-member organization; such corporation’s foreign status is not required pursuant to other rules provided by the Internal Revenue Code. Thus, the filing procedure for foreign corporations who make a foreign certificate of their foreign status will have to hold an annual tax rate of 21% to qualify.
