§18-2060. Cases not provided for in act.
CASES NOT PROVIDED FOR IN ACT In any case not provided for in the Oklahoma Limited Liability Company Act, the rules of law and equity, including the rules of law and equity relating to fiduciary duties and the law merchant, shall govern. Added by Laws 1992, c. 148, § 61, eff. Sept. 1, 1992. Amended […]
§18-2061. Public benefit limited liability companies.
PUBLIC BENEFIT LIMITED LIABILITY COMPANIES. A. Sections 23 through 29 of this act shall be known and may be cited as the “Oklahoma Public Benefit Limited Liability Company Act” and within such sections as this act. B. A “public benefit limited liability company” is a for-profit limited liability company formed under and subject to the […]
§18-2062. Certain amendments and mergers; Votes required.
CERTAIN AMENDMENTS AND MERGERS; VOTES REQUIRED. A. Upon the approval of members or other holders who own at least two-thirds (2/3) of the then outstanding equity interests entitled to vote: 1. An existing domestic limited liability company including a professional limited liability company, may become a public benefit limited liability company by amending its articles […]
§18-2063. Duties of members or managers.
DUTIES OF MEMBERS OR MANAGERS. A. The members or managers or other persons with authority to manage or direct the business and affairs of a public benefit limited liability company shall manage or direct the business and affairs of the public benefit limited liability company in a manner that balances the pecuniary interests of the […]
§18-2064. Periodic statements and third-party certification.
PERIODIC STATEMENTS AND THIRD-PARTY CERTIFICATION. A public benefit limited liability company shall no less than biennially provide its members with a statement as to the limited liability company’s promotion of the public benefit or public benefits set forth in its articles of organization and as to the best interests of those materially affected by the […]
§18-2065. Derivative suits.
DERIVATIVE SUITS. Members of a public benefit limited liability company or assignees of membership interests in a public benefit limited liability company owning individually or collectively, as of the date of instituting such derivative suit, at least two percent (2%) of the then-current membership interests of the limited liability company may maintain a derivative lawsuit […]
§18-2041. Articles of dissolution.
After the dissolution of the limited liability company, pursuant to Section 2037 of this title, the limited liability company shall file articles of dissolution in the Office of the Secretary of State upon payment of the filing fee required by Section 2055 of this title, the articles of dissolution shall set forth: 1. The name […]
§18-2054.3. Appraisal rights.
An operating agreement or other agreement may provide that contractual appraisal rights with respect to a membership interest or another interest in a limited liability company shall be available for any class or group of members or membership interests in connection with any amendment of an operating agreement, any merger or consolidation to which the […]
§18-2042. Foreign limited liability company – Laws governing – Powers, rights and privileges.
A. Subject to the Constitution of this state: 1. The laws of the state or other jurisdiction under which a foreign limited liability company is organized shall govern its organization and internal affairs and the liability of its managers and members; and 2. A foreign limited liability company may not be denied registration by reason […]
§18-2054.4. Series of members, managers or membership interests having separate rights – Personal obligation of member or manager.
SERIES OF MEMBERS, MANAGERS, OR MEMBERSHIP INTERESTS HAVING SEPARATE RIGHTS – PERSONAL OBLIGATION OF MEMBER OR MANAGER A. An operating agreement may establish or provide for the establishment of one or more designated series of members, managers, membership interests or assets. Any such series may have separate rights, powers or duties with respect to specified […]