§18-2021. Records required to be kept – Member access to information – Managers may inspect and copy records.
A. Unless otherwise provided in a written operating agreement, a limited liability company shall keep at its principal place of business the following: 1. A current and a past list of the full name and last-known mailing address of each member and manager; 2. Copies of records that would enable a member to determine the […]
§18-2038. Decree of dissolution.
On application by or for a member, the district court may decree dissolution of a limited liability company whenever it is not reasonably practicable to carry on the business in conformity with the articles of organization or operating agreement. Added by Laws 1992, c. 148, § 39, eff. Sept. 1, 1992.
§18-2022. Liability solely as manager or member.
A person who is a member or manager, or both, of a limited liability company is not liable for the obligations of a limited liability company solely by reason of being such member or manager or both. Added by Laws 1992, c. 148, § 23, eff. Sept. 1, 1992.
§18-2023. Contribution of member – Form.
The contribution of a member to a limited liability company may be in cash, property, services rendered, or a promissory note or other binding obligation to contribute cash or property or to perform services. A person may be admitted to a limited liability company as a member of the limited liability company and may receive […]
§18-2024. Performance of obligations – Compromise – Remedies for failure to perform.
A. 1. Except as otherwise provided in the articles of organization or the operating agreement, a member is obligated to the limited liability company to perform any written promise to contribute cash or property or to perform services, even if he is unable to perform because of death, disability or other reason. 2. If a […]
§18-2025. Profits and losses – Distributions.
PROFITS AND LOSSES; DISTRIBUTIONS Except as otherwise provided in the operating agreement: 1. The profits and losses of a limited liability company shall be allocated among the members, and among classes or groups of members, on the basis of the agreed value, as stated in the records of the limited liability company, of the contributions […]
§18-2012.1. Cancellation of articles of organization.
CANCELLATION OF ARTICLES OF ORGANIZATION A. The articles of organization shall be canceled upon the dissolution and the completion of winding up of a limited liability company, or as provided in subsection B of this section, or upon the filing of a certificate of merger or consolidation if the limited liability company is not the […]
§18-2012.2. Operating agreement of LLC.
OPERATING AGREEMENT OF LLC A. The operating agreement of the limited liability company governs generally: 1. Relations among the members as members and between the members and the limited liability company; 2. The rights and duties under the Oklahoma Limited Liability Company Act of a person in the capacity of manager; 3. The activities of […]
§18-2013. Managers – Qualifications – Powers.
A. Except as otherwise provided in the articles of organization, operating agreement, or this act, a limited liability company shall be managed by or under the authority of one or more managers who may but need not be members. B. The articles of organization or operating agreement may prescribe qualifications for managers. C. The number […]
§18-2014. Managers – Election – Removal – Resignation.
MANAGERS – ELECTION – REMOVAL – RESIGNATION Unless otherwise provided in the articles of organization or operating agreement: 1. The election of managers shall be by majority vote of the members; 2. Any or all managers may be removed, with or without cause, by the written consent of the members; and 3. A manager may […]