POWER OF ESTATE OF MEMBER. Unless the organic rules provide for greater rights, if a member is dissociated because of death, dies or is expelled by reason of being adjudged incompetent, the member’s personal representative or other legal representative may exercise the rights of a transferee of the member’s financial rights and, for purposes of settling the estate of a deceased member, may exercise the informational rights of a current member to obtain information under Section 44 of this act.
Added by Laws 2009, c. 68, § 101, eff. Jan. 1, 2010.
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 Statutes, acts, and parts thereof specifically repealed.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.