Okla. Stat. tit. 54, § 54-500-809A: Cessation of good standing

CESSATION OF GOOD STANDING.

(a) A limited partnership ceases to be in good standing if it

does not, within sixty (60) days after the due date:

(1) pay any fee, tax, or penalty due to the Secretary of State

under the Uniform Limited Partnership Act of 2010 or other law; or

(2) deliver its annual certificate to the Secretary of State.

(b) Except for accepting a certificate of resignation of a

registered agent when a successor registered agent is not being

appointed or an application for reinstatement, the Secretary of

State shall not accept for filing any certificate or articles, or

issue any certificate of good standing, in respect to any limited

partnership that has ceased to be in good standing, unless or until

the limited partnership has been reinstated as a limited partnership

in good standing.

(c) A limited partnership that has ceased to be in good

standing may not maintain any action, suit or proceeding in any

court of this state until the limited partnership has been

reinstated as a limited partnership in good standing. Any successor

or assignee of the limited partnership may not maintain an action,

suit or proceeding in any court of this state on any right, claim or

demand arising out of the transaction of business by the limited

partnership after it has ceased to be in good standing until the

limited partnership, or any person that has acquired all or

substantially all of its assets, has caused the limited partnership

to be reinstated as a limited partnership in good standing.

(d) The failure of a limited partnership to file an annual

certificate and pay a required fee to the Secretary of State shall

not impair the validity on any contract, deed, mortgage, security

interest, lien or act of the limited partnership or prevent the

limited partnership from defending any action, suit or proceeding

with any court of this state.

(e) A limited partner of a limited partnership is not liable as

a general partner of the limited partnership solely by reason of the

failure of the limited partnership to file an annual certificate or

pay a required fee to the Secretary of State or by reason of the

limited partnership ceasing to be in good standing.