Okla. Stat. tit. 18, § 18-381.60: Conversion into state-chartered association

At an annual meeting or at any special meeting of the members or

stockholders called to consider such action, any federal association

may convert itself into an association under this act upon a

majority vote of the outstanding stock entitled to vote thereon or

upon a majority vote of the total number of votes of the members of

such federal association eligible to be cast. Copies of the minutes

of the proceedings of such meetings of members or stockholders,

verified by the affidavit of the secretary or an assistant

secretary, and verified copies of the plan of conversion shall be

filed for approval with the State Banking Commissioner. At the

meeting at which conversion is voted upon, the members or

stockholders shall also vote upon the directors who shall be the

directors of the state-chartered association after conversion takes

effect. Such directors then shall execute and file a certificate of

incorporation and proposed bylaws, and the Commissioner shall file a

certificate of authority upon approval by the Commissioner, all as

provided in this act. The association shall include in the

certificate of incorporation, the following: "This association is

incorporated by conversion from a federal association." All of the

directors who are chosen for the association shall sign and

acknowledge the certificate of incorporation as the subscribers.

The Commissioner may provide, by regulation, for any additional

procedure to be followed, and application fee to be paid, by any

such federal association converting into an association under this

act. All the provisions regarding property and other rights and

liabilities contained in Section 381.59 of this title shall apply,

in reverse order, to the conversion of a federal association into an

association incorporated under this act, so that the state-chartered

association shall be a continuation of the corporate entity of the

converting federal association.