Detailed Answer
Short answer: The Oklahoma Secretary of State can provide certified copies of the LLC’s publicly filed documents (for example, the Articles of Organization and any filed amendments) and a Certificate of Existence (often called a Certificate of Good Standing). Those documents can show what was filed with the state, but in Oklahoma the public filings do not always list LLC members. To prove someone was the sole member for a bank you will usually need a combination of Secretary of State certified records plus internal LLC records (operating agreement, membership ledger) and estate or probate documents if the member died.
What the Secretary of State can reliably show
- Certified Articles of Organization (the original filed document).
- Filed amendments, statements of change, or statements of authority the LLC submitted to the Secretary of State.
- A Certificate of Existence / Good Standing showing the LLC was active on a given date.
- Registered agent and principal office address the LLC reported to the state.
Search or order copies from the Oklahoma Secretary of State business services pages: https://www.sos.ok.gov/corp/ and the entity search page (look up the LLC by name at the Secretary of State).
What those SOS documents usually do NOT show
- Member lists and ownership percentages are often not required on the public Articles of Organization. Many states, including Oklahoma, do not require full member disclosure on the formation filing.
- Informal or internal documents such as the operating agreement, membership ledgers, tax returns, or records of capital contributions typically do not appear in SOS filings.
What banks usually ask for to confirm sole ownership
Banks commonly ask for more than state filings. Expect to provide:
- Certified copy of the Articles of Organization from the Oklahoma Secretary of State.
- Certificate of Existence / Good Standing from the Secretary of State.
- The LLC’s Operating Agreement showing the member structure (signed and dated).
- Membership ledger or an owner-certification signed by the sole member stating that they were the single member.
- Federal tax returns (Schedule C or Schedule K-1, if applicable) showing the owner and how the LLC was taxed.
- If the member is deceased: certified death certificate plus probate documents (letters testamentary or letters of administration) or a court order assigning the membership interest to an estate representative or successor. Banks often require those probate papers to recognize someone else as having authority over the LLC.
If the member died — how to prove sole membership
If your family member died, a bank will usually require documentation that the person was the sole owner and that you (or another person) have legal authority to act for the LLC or the decedent’s interest. Typical steps and documents:
- Obtain a certified death certificate.
- Get certified copies of the LLC’s Articles of Organization and Certificate of Existence from the Oklahoma Secretary of State.
- Gather internal LLC records: the signed operating agreement, membership ledger, minutes or written consents that reflect sole ownership.
- If the LLC interest is part of the decedent’s probate estate, obtain letters testamentary (if there is a will) or letters of administration from the probate court showing who controls the estate. Banks typically require these to permit access to funds or to transfer ownership.
- If the estate was not probated because the LLC transferred by contract or assignment outside probate, provide the signed assignment or transfer documents and any required tax filings.
How to get certified SOS copies and a Certificate of Existence in Oklahoma
- Search the LLC name using the Oklahoma Secretary of State business search (https://www.sos.ok.gov/corp/).
- Order certified copies of documents and request a Certificate of Existence (Good Standing) through the Secretary of State’s online ordering system or by mail. Certified copies are what banks usually accept.
- Keep originals and certified copies; banks typically require certified physical copies or documents provided directly by the SOS website/system.
When a court order or probate will be necessary
If the LLC’s public filings and internal records do not show the member’s ownership clearly, or if a third party (bank) refuses to accept internal documents alone, you may need a probate court order or a declaratory judgment to establish who holds the interest. Probate will usually be necessary when the decedent’s LLC interest is part of an estate and someone else needs authority to manage or transfer LLC property.
Helpful Hints
- Always ask the bank exactly which documents they require. Different banks have different policies.
- Request certified copies from the Secretary of State rather than photocopies. Banks prefer official state certification.
- Bring both SOS-certified filings and internal LLC records (operating agreement, membership ledger) together. The SOS filings show what the LLC reported publicly; internal records show who actually held the membership interest.
- If the member died, bring certified death certificate plus probate papers (letters testamentary or letters of administration) if available. Those documents are commonly decisive for banks.
- If the LLC is manager-managed, the manager—rather than members—may have authority to sign bank documents for the company; check the operating agreement and any filed statements of authority or manager information.
- Keep copies of EIN confirmation letters (IRS CP 575) and tax returns. They can help link the individual to the LLC for bank or tax purposes.
- If you hit a roadblock, consider a short meeting with an Oklahoma attorney experienced in probate or business succession; they can explain the exact documents to present to your bank and can prepare affidavits or court papers if needed.
Statutes and official resources: The Oklahoma Limited Liability Company Act is in Title 18 of the Oklahoma Statutes; see the Oklahoma Legislature site for the LLC statutes: https://www.oklegislature.gov/os/statutes/title_18/index.html. For state-filed documents, entity searches and requests for certified copies go through the Oklahoma Secretary of State: https://www.sos.ok.gov/corp/.