RETIREMENT OF STOCK
A. A corporation, by resolution of its board of directors, may retire any shares of its capital stock that are issued but are not outstanding.
B. Whenever any shares of the capital stock of a corporation are retired, they shall resume the status of authorized and unissued shares of the class or series to which they belong unless the certificate of incorporation otherwise provides. If the certificate of incorporation prohibits the reissuance of such shares, or prohibits the reissuance of such shares as a part of a specific series only, a certificate stating that reissuance of the shares, as part of the class or series, is prohibited identifying the shares and reciting their retirement shall be executed, acknowledged and filed and shall become effective in accordance with the provisions of Section 1007 of this title. When such certificate becomes effective, it shall have the effect of amending the certificate of incorporation so as to reduce accordingly the number of authorized shares of the class or series to which such shares belong or, if such retired shares constitute all of the authorized shares of the class or series to which they belong, of eliminating from the certificate of incorporation all reference to such class or series of stock.
C. If the capital of the corporation will be reduced by or in connection with the retirement of shares, the reduction of capital shall be effected pursuant to the provisions of Section 1079 of this title.
Added by Laws 1986, c. 292, § 78, eff. Nov. 1, 1986. Amended by Laws 1987, c. 146, § 5, operative Nov. 1, 1987; Laws 1988, c. 323, § 13, eff. Nov. 1, 1988.
Structure Oklahoma Statutes
§18-1.248. Statutes, acts, and parts thereof specifically repealed.
§18-381.3. Conformity of existing associations.
§18-381.4. Existing capital accounts.
§18-381.6a. Records - Confidentiality.
§18-381.7a. Examinations – Reports by associations - Penalty.
§18-381.8a. Preservation of documents – Electronically stored or imaged documents or reproductions.
§18-381.10. Certificate of authority.
§18-381.13. Savings and loan administrator.
§18-381.14. Limitation of liability.
§18-381.16. Filing requirements for new mutual and stock associations.
§18-381.17. Contents of certificate of incorporation.
§18-381.18. Application and supporting data.
§18-381.19. Order – Certificate of authority.
§18-381.20. Payment into escrow account - Required savings capital.
§18-381.21. Corporate existence - Organizational meeting.
§18-381.23. Exclusiveness of name.
§18-381.24. Change of office location - Change of name.
§18-381.24a. Branch banking - Deposit limitation – Certificate - Penalty.
§18-381.24b. Detached facilities - Certificate - Making of loans prohibited - Penalty.
§18-381.24e. Operations centers.
§18-381.24g. Association subsidiary as agent of holding company.
§18-381.25. Amendment of certificate of incorporation.
§18-381.26. Bylaws - Resolutions of savings and loan associations - Limiting director's liability.
§18-381.27. Membership and voting rights.
§18-381.31a. Examination of association affairs by board of directors.
§18-381.33. Indemnification - Directors, officers, employees and agents.
§18-381.34. Fidelity bonds - Waiver.
§18-381.36. Reserves and liquidity.
§18-381.37. Capital - Deposit accounts - Liability.
§18-381.38. Classification of deposit accounts.
§18-381.39a. Joint accounts – P.O.D. accounts – Designation of beneficiaries - Payment.
§18-381.40a. Totten Trusts – Express trusts - Payment.
§18-381.41a. Deposit accounts with minors – Authority to control – Loans to minors prohibited.
§18-381.42. Deposit accounts of incompetents.
§18-381.44. Payment to administrator or executor of deceased nonresident.
§18-381.45. Power of attorney - Revocation.
§18-381.46. Right to withdraw.
§18-381.47. Notice and payment of withdrawals.
§18-381.49. Earnings on deposit accounts.
§18-381.50. Requirements to become deposit-type association or stock association.
§18-381.51. Deposits authorized.
§18-381.52b. Deposit accounts that may be provided.
§18-381.53b. Impairment of permanent capital stock - Notice - Appraisals - Assessments.
§18-381.53c. Refusal or neglect to pay assessment - Sale of stock - Payment of assessment.
§18-381.53d. Proceeds from assessment - Disposition.
§18-381.55. Investment in real property.
§18-381.56. Investment in securities.
§18-381.58. Loan rates of interest.
§18-381.59. Conversion into federal association.
§18-381.60. Conversion into state-chartered association.
§18-381.61. Merger or consolidation.
§18-381.62. Voluntary liquidation.
§18-381.64. Authorized foreign associations.
§18-381.65. Limited certificate of authority - Activities of unauthorized associations.
§18-381.66. Federal associations.
§18-381.74. Taking possession by Commissioner.
§18-381.75. Reorganization plan.
§18-381.76. Liquidation by Commissioner.
§18-381.77. Liquidation by Federal Deposit Insurance Corporation.
§18-381.78. Removal of officer, director or employee by Commissioner.
§18-381.80. Criminal offenses - Penalties.
§18-381.82. Receipt of deposit after notification of insolvency.
§18-381.83. Certain persons prohibited from serving as officer or director.
§18-381.84. Criminal embezzlement, abstraction, or misapplication of association funds.
§18-381.85. Publishing, uttering, or circulating false statement or representation.
§18-381.86. Injunctions – Enforcement of orders.
§18-411. Reports - Misapplication of funds solicited.
§18-421. Corporations authorized - Formation - Purposes.
§18-422. Articles of incorporation.
§18-423. Filing of articles - Certificate - Election by existing corporations.
§18-424. Amendment of articles.
§18-428. Liability of subscribers and shareholders.
§18-429. Directors - Selection and term - Quorum.
§18-430. Removal of director or officer - Vacancies.
§18-431. Liability of directors.
§18-432. Dividends and profits - Reserve fund.
§18-433. Illegal dividends - Liability of directors.
§18-434. Financial statements.
§18-435. Use of word "cooperative".
§18-436. Forfeiture of charter.
§18-437.1. Rural electric cooperatives authorized.
§18-437.5. Articles of incorporation.
§18-437.11. Amendment of articles of incorporation - Change of location without amending articles.
§18-437.14. Effect of consolidation or merger.
§18-437.15. Conversion of existing corporations.
§18-437.16. Initiative by members.
§18-437.18. Filing of articles - Certificate of incorporation - Filing.
§18-437.19. Refunds to members.
§18-437.20. Disposition of property.
§18-437.21. Nonliability of members, trustees and officers for debts of cooperative.
§18-437.23. Foreign corporation.
§18-437.25. Exemption from excise and income taxes - License fee.
§18-437.27. Oklahoma Uniform Securities Act of 2004 exemption.
§18-437.29. Construction of act.
§18-438.1. Short title of act.
§18-438.2. Organization authorized - Purpose.
§18-438.4. Powers of cooperative.
§18-438.7. Articles of incorporation.
§18-438.9. Membership - Shares of stock - Qualification as patron.
§18-438.10. Meetings of members.
§18-438.11. Waiver of notice of meeting.
§18-438.12. Board of trustees.
§18-438.13. Division of territory into districts.
§18-438.15. Amendment of articles of incorporation.
§18-438.16. Change of location of principal office.
§18-438.17. Consolidation of cooperatives.
§18-438.18. Merger of cooperatives.
§18-438.19. Effect of consolidation or merger.
§18-438.20. Conversion of other corporations into cooperatives.
§18-438.22. Presentation and filing of papers with Secretary of State.
§18-438.23. Operation for mutual benefit - Disposition of receipts and revenues.
§18-438.24. Mortgages, deeds of trust or pledges - Sale, lease, etc.
§18-438.25. Members and shareholders not liable for debts.
§18-438.26. Recording instruments - Lien.
§18-438.28. Acknowledgment of instruments.
§18-438.29. Foreign nonprofit or cooperative corporation - Extensions of lines into state.
§18-438.30. Connections with other lines.
§18-438.32. Approval of Corporation Commission - Orders - Certificate not required.
§18-438.34. Partial invalidity.
§18-438.35. Act deemed amendment of Constitution.
§18-439.1. Conversion of grain elevator corporations to cooperatives - Procedure.
§18-441-104. Nature of limited cooperative association.
§18-441-105. Purpose and duration of limited cooperative association.
§18-441-108. Supplemental principles of law.
§18-441-109. Requirements of other laws.
§18-441-110. Relation to restraint of trade and antitrust laws.
§18-441-112. Reservation of name.
§18-441-113. Effect of organic rules.
§18-441-114. Required information.
§18-441-115. Business transactions of member with limited cooperative association.
§18-441-117. Designated office and agent for service of process.
§18-441-118. Change of designated office or agent for service of process.
§18-441-119. Resignation of agent for service of process.
§18-441-120. Service of process.
§18-441-201. Signing of records delivered for filing to Secretary of State.
§18-441-202. Signing and filing of records pursuant to judicial order.
§18-441-203. Delivery to and filing of records by Secretary of State - Effective time and date.
§18-441-204. Correcting filed record.
§18-441-205. Liability for inaccurate information in filed record.
§18-441-206. Certificate of good standing or authorization.
§18-441-207. Annual report for Secretary of State.
§18-441-302. Formation of limited cooperative association - Articles of organization.
§18-441-303. Organization of limited cooperative association.
§18-441-401. Authority to amend organic rules.
§18-441-402. Notice and action on amendment of organic rules.
§18-441-403. Method of voting on amendment of organic rules.
§18-441-404. Voting by district, class, or voting group.
§18-441-405. Approval of amendment.
§18-441-406. Restated articles of organization.
§18-441-407. Amendment or restatement of articles of organization - Filing.
§18-441-502. Becoming a member.
§18-441-503. No power as member to bind association.
§18-441-504. No liability as member for association’s obligations.
§18-441-505. Right of member and former member to information.
§18-441-506. Annual meeting of members.
§18-441-507. Special meeting of members.
§18-441-508. Notice of members meeting.
§18-441-509. Waiver of members meeting notice.
§18-441-510. Quorum of members.
§18-441-511. Voting by patron members.
§18-441-512. Determination of voting power of patron member.
§18-441-513. Voting by investor members.
§18-441-514. Voting requirements for members.
§18-441-515. Manner of voting.
§18-441-516. Action without a meeting.
§18-441-517. Districts and delegates - Classes of members.
§18-441-601. Member’s interest.
§18-441-602. Patron and investor members’ interests.
§18-441-603. Transferability of member’s interest.
§18-441-604. Security interest and set-off.
§18-441-605. Charging orders for judgment creditor of member or transferee.
§18-441-702. Marketing contracts.
§18-441-703. Duration of marketing contract.
§18-441-704. Remedies for breach of contract.
§18-441-801. Board of directors.
§18-441-802. No liability as director for limited cooperative association’s obligations.
§18-441-803. Qualifications of directors.
§18-441-804. Election of directors and composition of board.
§18-441-805. Term of director.
§18-441-806. Resignation of director.
§18-441-807. Removal of director.
§18-441-808. Suspension of director by board.
§18-441-809. Vacancy on board.
§18-441-810. Remuneration of directors.
§18-441-812. Action without meeting.
§18-441-813. Meetings and notice.
§18-441-814. Waiver of notice of meeting.
§18-441-818. Standards of conduct and liability.
§18-441-819. Conflict of interest.
§18-441-820. Other considerations of directors.
§18-441-821. Right of director or committee member to information.
§18-441-822. Appointment and authority of officers.
§18-441-823. Resignation and removal of officers.
§18-441-1001. Members’ contributions.
§18-441-1002. Contribution and valuation.
§18-441-1003. Contribution agreements.
§18-441-1004. Allocations of profits and losses.
§18-441-1006. Redemption or repurchase.
§18-441-1007. Limitations on distributions.
§18-441-1008. Liability for improper distributions - Limitation of action.
§18-441-1009. Relation to state securities law.
§18-441-1101. Member’s dissociation.
§18-441-1102. Effect of dissociation as member.
§18-441-1103. Power of estate of member.
§18-441-1201. Dissolution and winding up.
§18-441-1202. Nonjudicial dissolution.
§18-441-1203. Judicial dissolution.
§18-441-1204. Voluntary dissolution before commencement of activity.
§18-441-1205. Voluntary dissolution by the board and members.
§18-441-1207. Distribution of assets in winding up limited cooperative association.
§18-441-1208. Known claims against dissolved limited cooperative association.
§18-441-1209. Other claims against dissolved limited cooperative association.
§18-441-1210. Court proceeding.
§18-441-1211. Administrative dissolution.
§18-441-1212. Reinstatement following administrative dissolution.
§18-441-1213. Denial of reinstatement - Appeal.
§18-441-1214. Statement of dissolution.
§18-441-1215. Statement of termination.
§18-441-1301. Derivative action.
§18-441-1302. Proper plaintiff.
§18-441-1304. Approval for discontinuance or settlement.
§18-441-1305. Proceeds and expenses.
§18-441-1402. Application for certificate of authority.
§18-441-1403. Activities not constituting transacting business.
§18-441-1404. Issuance of certificate of authority.
§18-441-1405. Noncomplying name of foreign cooperative.
§18-441-1406. Revocation of certificate of authority.
§18-441-1407. Cancellation of certificate of authority - Effect of failure to have certificate.
§18-441-1408. Action by Attorney General.
§18-441-1501. Disposition of assets not requiring member approval.
§18-441-1502. Member approval of other disposition of assets.
§18-441-1503. Notice and action on disposition of assets.
§18-441-1504. Disposition of assets.
§18-441-1603. Action on plan of conversion by converting limited cooperative association.
§18-441-1604. Filings required for conversion - Effective date.
§18-441-1605. Effect of conversion.
§18-441-1607. Notice and action on plan of merger by constituent limited cooperative association.
§18-441-1608. Approval or abandonment of merger by members.
§18-441-1609. Filings required for merger - Effective date.
§18-441-1610. Effect of merger.
§18-441-1612. Article not exclusive.
§18-441-1701. Uniformity of application and construction.
§18-441-1702. Relation to Electronic Signatures in Global and National Commerce Act.
§18-441-1704. Act deemed amendment of Constitution.
§18-481. Corporation surety authorized.
§18-482. Permission to do business - Statements - Deposit.
§18-483. Surety contracts, liberal construction of.
§18-484. Quarterly reports - Revocation of authority - Inquiry into solvency - Additional security.
§18-485. Actions - Venue - Bond considered made where.
§18-486. Failure to pay judgment.
§18-487. Estopped to deny liability.
§18-488. Penalty for failure to comply.
§18-489. Fiduciaries - Cost of bond as lawful expense - Amount of bond.
§18-490. Cancellation of bond - Grounds - Notice.
§18-491. Agreement between principal and surety for deposit of monies and assets.
§18-543. Right to hold real property limited.
§18-549. Charitable and educational corporations may engage in business.
§18-552.1a. Oklahoma Solicitation of Charitable Contributions Act.
§18-552.3. Registration - Fee - Information to be filed - Out-of-state organizations.
§18-552.4. Persons and organizations exempt.
§18-552.6. Records - Inspection.
§18-552.7. Professional fundraisers - Registration - Fees - Name and address changes.
§18-552.9. Professional solicitors - Registration - Fees.
§18-552.13. Reciprocal agreements with other states.
§18-552.14a. Professional fundraisers - Violations of act.
§18-552.16. Powers and duties not restricted.
§18-552.19. Availability of registration information - Electronic registration.
§18-552.20. Secretary of State Charitable Solicitations Revolving Fund.
§18-552.21. Attorney General Charitable Solicitations Enforcement Revolving Fund.
§18-552.22. Effectiveness of registrations made prior to act.
§18-552.23. Restrictions on imposing annual filing or reporting requirements on organizations.
§18-553.1. Solicitation under certain promises prohibited.
§18-553.2. Solicitations by regulated organizations not prohibited.
§18-561. Trustees of religious corporations, selection.
§18-562. Alternative articles for religious association - Recording - Powers.
§18-563. Title vests in successors in trust.
§18-564.1. Extinct church, religious corporation, etc. - Preservation and protection of property.
§18-564.2. Association, etc. of same denomination or creed to have jurisdiction.
§18-564.3. Petition to district court - Final order - Transfer of title and possession.
§18-564.5. Lien or reversionary interest not affected.
§18-571. School property - How held.
§18-572. Objects of expenditure.
§18-573. Powers of corporation.
§18-575. Mechanics and agriculture.
§18-581. Benevolent and charitable corporations - Purposes.
§18-582. Transfer of membership.
§18-583. Fraternal beneficiary societies - Change of name.
§18-584. Use of society name exclusive.
§18-585. Persons not entitled to wear insignia, use name or claim membership.
§18-588. Benevolent corporations may own real or personal property.
§18-589. Charter as benevolent corporation - Trustees - Bylaws.
§18-590. Community fund or chest corporations - Notice of meetings - Quorum.
§18-591. Community fund or chest corporations - Amendment of articles of incorporation.
§18-592. Fire departments for unincorporated areas - Incorporation.
§18-593. Fire departments for unincorporated areas - Service fees - Insurance.
§18-594. Fire departments for unincorporated areas - Status as state agency - Nonliability for tort.
§18-602. State highway rights-of-way - Prior notification required.
§18-603. Request from counties to telephone line owners for future installation information.
§18-671. Share-purchase options or warrants and shares issued pursuant thereto.
§18-804. Formation of professional entity.
§18-805. Applicability of associated acts.
§18-806. Purpose of formation of professional entity.
§18-807. Name of professional entity.
§18-810. Managers and stockholders.
§18-811. Professional services through owners, managers, employees and agents.
§18-812. Professional relationship preserved.
§18-813. Professional regulation.
§18-815. Death or disqualification of shareholders - Sole shareholder - Withdrawal.
§18-819. Inapplicability of conflicting laws and rules.
§18-865. Liability of directors - Findings of Legislature.
§18-866. Immunity of directors - Scope and extent.
§18-867. Director - Breach of fiduciary duty - Liability.
§18-903. Organization - Purpose.
§18-905. Limitation on amount of capital stock acquired by member - Minimum capital stock.
§18-906. Members - Acceptance of loans.
§18-909. Retention of certain earnings.
§18-911. Amendment of articles of incorporation.
§18-951. Prohibition on forming - Exceptions.
§18-952. Revocation of license - Vacation of franchise - Penalties.
§18-954.1. Application of Sections 951 through 956 - Production of nursery stock.
§18-955. Limitations on ownership - Exceptions.
§18-956. Action for divestment - Cost - Attorney fees.
§18-1004.1. Application of act to nonstock corporations.
§18-1005. Incorporators - How Corporation Formed - Purposes.
§18-1006. Certificate of incorporation - contents.
§18-1008. Certificate of incorporation - Definition.
§18-1009. Certificate of Incorporation and Other Certificates - Evidence.
§18-1010. Commencement of Corporate Existence.
§18-1011. Powers of Incorporators.
§18-1012. Organization meeting of incorporators or directors named in certificate of incorporation.
§18-1014. Emergency bylaws and other powers in emergency.
§18-1014.1. Interpretation and enforcement of corporate instruments and provisions of this title.
§18-1014.2. Forum selection provisions.
§18-1014.3. Document form, signature and delivery.
§18-1016.1. Protected service area – Establishment of water district required..
§18-1017. Powers respecting securities of other corporations or entities.
§18-1018. Lack of Corporate Capacity or Power, Effect - Ultra Vires.
§18-1019. Private foundations; powers and duties.
§18-1020. Limitations Upon Real Estate Ownership.
§18-1021. Registered office in state - Principal office or place of business in state.
§18-1022. Registered agent in state - Resident agent.
§18-1023. Change of location of registered office; change of registered agent.
§18-1024. Change of address or name of registered agent.
§18-1025. Resignation of Registered Agent Coupled with Appointment of Successor.
§18-1028. Officers - Titles, Duties, Selection, Term - Failure to Elect - Vacancies.
§18-1029. Loans to Employees and Officers - Guaranty of Obligations of Employees and Officers.
§18-1030. Interested Directors - Quorum.
§18-1031. Indemnification of officers, directors, employees and agents – Insurance.
§18-1032. Classes and series of stock; rights, etc.
§18-1033. Issuance of stock, lawful consideration - Fully paid stock.
§18-1034. Consideration for Stock.
§18-1035. Determination of amount of capital - Capital, surplus and net assets defined.
§18-1036. Fractions of Shares.
§18-1038. Rights and options respecting stock.
§18-1039. Stock certificates – Uncertificated shares.
§18-1040. Shares of Stock - Personal Property, Transfer and Taxation.
§18-1042. Issuance of Additional Stock - When and by Whom.
§18-1043. Liability of Shareholder or Subscriber for Stock not Paid in Full.
§18-1044. Payment for Stock Not Paid in Full.
§18-1045. Failure to Pay for Stock - Remedies.
§18-1046. Revocability of Pre-Incorporation Subscriptions.
§18-1047. Formalities Required of Stock Subscriptions.
§18-1048. Situs of Ownership of Stock.
§18-1049. Dividends - Payment - Wasting asset corporations.
§18-1050. Special Purpose Reserves.
§18-1051. Liability of directors as to dividends or stock redemption.
§18-1052. Declaration and Payment of Dividends.
§18-1054. Transfer of Stock, Stock Certificates and Uncertificated Stock.
§18-1055. Restriction on transfer of securities.
§18-1055.1. Ratification of defective corporate acts and stock.
§18-1055.2. Proceedings regarding validity of defective corporate acts and stock.
§18-1056. Meetings of shareholders.
§18-1057. Voting Rights of Shareholders - Proxies - Limitations.
§18-1058. Fixing date for determination of shareholders of record.
§18-1060. Voting rights of members of nonstock corporations - Quorum - Proxies.
§18-1061. Quorum and required vote for stock corporations.
§18-1062. Voting Rights of Fiduciaries, Pledgors and Joint Owners of Stock.
§18-1063. Voting trusts and other voting agreements.
§18-1064. List of shareholders entitled to vote - Penalty for refusal to produce stock ledger.
§18-1065. Inspection of books and records.
§18-1065.1. Access to proxy solicitation materials – Proxy expense reimbursement.
§18-1066. Voting, Inspection and Other Rights of Bondholders and Debenture Holders.
§18-1067. Notice of meetings and adjourned meetings.
§18-1068. Vacancies and newly created directorships.
§18-1070. Contested election of directors - Proceedings to determine validity.
§18-1071. Appointment of custodian or receiver of corporation on deadlock or for other cause.
§18-1072. Powers of court in elections of directors.
§18-1073. Consent of shareholders in lieu of meeting.
§18-1075. Exception to requirements of notice.
§18-1075.1. Voting procedures and inspectors of elections.
§18-1075.2. Electronic notice – Effectiveness - Revocation of consent.
§18-1075.3. Single written notice to shareholders sharing an address.
§18-1076. Amendment of certificate of incorporation before receipt of payment for stock.
§18-1078. Retirement of stock.
§18-1079. Reduction of Capital.
§18-1080. Restated certificate of incorporation.
§18-1081. Merger or consolidation of domestic corporations.
§18-1083. Merger of parent corporation and subsidiary corporation or corporations.
§18-1083.1. Merger of parent entity and subsidiary corporation or corporations.
§18-1084. Merger or consolidation of domestic nonstock not for profit corporations.
§18-1086. Merger or consolidation of domestic stock and nonstock corporations.
§18-1087. Merger or consolidation of domestic and foreign stock and nonstock corporations.
§18-1090. Effect of Merger Upon Pending Actions.
§18-1090.1. Share acquisitions.
§18-1090.2. Merger or consolidation of a domestic corporation and an entity.
§18-1090.3. Business combinations with interested shareholders.
§18-1090.4. Conversion of an entity to a domestic corporation.
§18-1090.5. Conversion of domestic corporation to an entity.
§18-1092. Sale, lease or exchange of assets; consideration - Procedure.
§18-1093. Mortgage or Pledge of Assets.
§18-1094. Dissolution of Joint Venture Corporation Having Two Shareholders.
§18-1095. Dissolution before the issuance of shares or beginning business – Procedure.
§18-1096. Dissolution – Procedure.
§18-1097. Dissolution of nonstock corporation - Procedure.
§18-1099. Continuation of corporation after dissolution for purposes of suit and winding up affairs.
§18-1100. Trustees or receivers for dissolved corporations; appointment; powers; duties.
§18-1100.1. Notice to claimants - Filing of claims.
§18-1100.2. Payment and distribution to claimants and shareholders.
§18-1100.3. Foreign corporations; definition; qualification to do business in state; procedure.
§18-1101. Jurisdiction of Court.
§18-1104. Revocation or forfeiture of charter - proceedings.
§18-1105. Dissolution or Forfeiture of Charter by Decree of Court - Filing.
§18-1106. Receivers for insolvent corporations - Appointment and powers.
§18-1107. Title to Property - Filing Order of Appointment - Exception.
§18-1108. Notices to Shareholders and Creditors.
§18-1109. Receivers or Trustees - Inventory - List of Debts and Reports.
§18-1110. Creditors' Proofs of Claims - When Barred - Notice.
§18-1111. Adjudication of Claims - Appeal.
§18-1112. Sale of Perishable or Deteriorating Property.
§18-1113. Compensation, Costs and Expenses of Receiver or Trustee.
§18-1114. Substitution of Trustee or Receiver as Party - Abatement of Actions.
§18-1115. Liens for Wages or Products When Corporation is Insolvent.
§18-1116. Discontinuance of Liquidation.
§18-1117. Compromise or arrangement between corporation and creditors or shareholders.
§18-1118. Proceedings under Federal Bankruptcy Code; Effectuation.
§18-1119. Revocation of voluntary dissolution - Restoration of expired certificate of incorporation.
§18-1120. Revival of certificate of incorporation.
§18-1121. Status of corporation.
§18-1122. Failure of Corporation to Obey Order of Court - Appointment of Receiver.
§18-1125. Action by Officer, Director or Shareholder Against Corporation for Corporate Debt Paid.
§18-1127. Liability of corporation, etc. - Impairment by certain transactions.
§18-1128. Defective Organization of Corporation as Defense.
§18-1129. Usury - Pleading by Corporation.
§18-1130. Foreign corporations - Definition - Qualification to do business in state - Procedure
§18-1132. Exceptions to Requirements.
§18-1133. Change of registered agent upon whom process may be served.
§18-1134. Violations and penalties.
§18-1136. Service of process on nonqualifying foreign corporations.
§18-1137. Actions By and Against Unqualified Foreign Corporations.
§18-1138. Foreign Corporations Doing Business Without Having Qualified - Injunctions.
§18-1139. Reservation of Corporate Name.
§18-1140.1. Withdrawal of trade name.
§18-1140.2. Transfer of trade name.
§18-1140.3. Amendment of trade name report.
§18-1141. Prohibition on use of same or indistinguishable names; Exceptions.
§18-1142. Filing and other service fees.
§18-1142.1. Fees for telephone assistance.
§18-1142.2. Treatment of payment as credit.
§18-1143. Duplication of Oklahoma General Corporation Act by Secretary of State - Distribution.
§18-1145. Control shares - definition.
§18-1146. Control share acquisition - definition.
§18-1147. Interested shares - Definition.
§18-1148. Issuing public corporation - definition.
§18-1149. Law governing control share voting rights.
§18-1150. Notice of control share acquisition.
§18-1151. Shareholder meeting to determine control share voting rights.
§18-1152. Notice of shareholder meeting.
§18-1153. Resolution granting control share voting rights.
§18-1154. Redemption of control shares.
§18-1155. Rights of dissenting shareholders.
§18-1201. Short title - Oklahoma Benefit Corporation Act - Applicability.
§18-1204. Amending certificate of incorporation for existing corporations.
§18-1205. Termination of benefit corporation status.
§18-1206. General public benefit purpose.
§18-1207. Duties of board of directors, committees of the board and individual directors.
§18-1209. Liability – Benefit enforcement proceeding.
§18-2002. Purposes for formation.
§18-2003. Powers and authority.
§18-2004. Filing the articles of organization.
§18-2005. Articles of organization - Contents.
§18-2006. Execution of articles - Evidence of authority - Signatures.
§18-2007. Delivery of articles to Secretary of State - Filing - Time when effective.
§18-2008. Name of company - Restrictions.
§18-2009. Reservation and transfer of company name.
§18-2010. Registered office and agent.
§18-2011. Articles of organization - Amendment.
§18-2012. Articles of correction.
§18-2012.1. Cancellation of articles of organization.
§18-2012.2. Operating agreement of LLC.
§18-2013. Managers - Qualifications - Powers.
§18-2014. Managers - Election – Removal - Resignation.
§18-2015. Management of company without designated managers - Resignation of member.
§18-2016. Managers - Duties - Good faith - Liability.
§18-2018. Managers - Majority vote required.
§18-2019.1. Title to property - Transfer.
§18-2020. Voting rights of members.
§18-2022. Liability solely as manager or member.
§18-2023. Contribution of member - Form.
§18-2024. Performance of obligations - Compromise - Remedies for failure to perform.
§18-2025. Profits and losses – Distributions.
§18-2026. Distributions - Time.
§18-2028. Distribution - Cash - Asset in kind.
§18-2029. Distribution - Status and rights of member.
§18-2031. Wrongful distribution - Liability of member - Action for recovery.
§18-2032. Membership interest as personal property.
§18-2033. Assignability of membership interest.
§18-2034. Judgment creditor - Rights - Exclusive remedy.
§18-2036. Events causing cessation of membership - Withdrawal - Death or incapacity.
§18-2037. Dissolution - Activities after dissolution.
§18-2038. Decree of dissolution.
§18-2040. Distribution of assets upon winding up.
§18-2041. Articles of dissolution.
§18-2042. Foreign limited liability company - Laws governing - Powers, rights and privileges.
§18-2043. Foreign limited liability company - Registration procedure.
§18-2044. Foreign limited liability company - Duties of Secretary of State.
§18-2045. Foreign limited liability company - Name.
§18-2046. Foreign limited liability company - Correction certificate - Recording changes.
§18-2047. Foreign limited liability company - Certificate of withdrawal.
§18-2049. Foreign limited liability company - Acts not constituting transacting business in state.
§18-2050. Foreign limited liability company - Action to restrain transacting business in state.
§18-2051. Action to recover judgment - Conditions.
§18-2052. Derivative action - Complaint.
§18-2053. Derivative action - Expenses - Disposition of proceeds.
§18-2054. Agreement of merger of consolidation.
§18-2054.1. Conversion of an entity to a limited liability company.
§18-2054.2. Conversion of limited liability company to an entity.
§18-2055.1. Failure to pay registered agent fees.
§18-2055.3. Reinstatement of a limited liability company.
§18-2056. Action to compel execution or filing of articles or other documents.
§18-2057. Application of act to foreign and interstate commerce.
§18-2058. Rules of construction of act.
§18-2059. District court - Jurisdiction.
§18-2060. Cases not provided for in act.
§18-2061. Public benefit limited liability companies.
§18-2062. Certain amendments and mergers; Votes required.
§18-2063. Duties of members or managers.
§18-2064. Periodic statements and third-party certification.