Okla. Stat. tit. 47, § 47-565.3: Notice to manufacturer or distributor of proposed sale,

transfer, or assignment of franchise.

A. A franchised new motor vehicle or new powersports vehicle

dealer proposing a sale, transfer, or assignment of a franchise

agreement or the business and assets of a dealership or an interest

in a dealership to another person, hereinafter transferee, shall

notify the manufacturer or distributor whose vehicles the dealer is

franchised to sell of the proposed action of the dealer. The

manufacturer or distributor may make written request to the proposed

transferee to submit completed application forms and related

information generally utilized by a manufacturer to evaluate such a

proposal and a copy of all agreements related to the proposed sale,

transfer, or assignment.

B. The approval by the manufacturer or distributor of the sale,

transfer, or assignment shall not be unreasonably withheld unless

the proposed transferee is not of good moral character or fails to

meet the written, reasonable, and uniformly applied requirements of

the manufacturer or distributor relating to prospective franchisees.

Approval of the transfer shall not be made contingent upon the

transferee meeting unreasonable facility requirements or performance

standards different than those contained in the transferor's

franchise agreement and related addendum and agreements, and any

written notices provided to the existing dealer prior to the

manufacturer's or distributor's receipt of any written notice from

the existing dealer of the proposed transfer. However, to be valid,

any proposed change to the franchise pursuant to written notice from

the manufacturer or distributor shall be in compliance with existing

law. The burden of proof shall be upon the manufacturer or

distributor to show good cause existed to withhold approval. The

manufacturer or distributor that has made such a determination shall

send a letter by certified mail to the dealer and the applicant of

its refusal to approve the proposal, which shall include a statement

of the specific grounds for refusal, within sixty (60) days after

the later of:

1. Receipt by the manufacturer or distributor of the notice of

the proposed sale, transfer, or assignment; or

2. Receipt by the manufacturer or distributor of the

information requested from the proposed transferee pursuant to

subsection A of this section if the manufacturer or distributor has

requested such information within fifteen (15) days of receipt of

written notice of the proposed sale, transfer, or assignment.

C. Failure of the manufacturer or distributor to send its

notice of refusal pursuant to subsection B of this section shall

mean that the application for the proposed sale, transfer, or

assignment is approved.

D. If the proposed sale, transfer, or assignment is to an

existing owner's family member or other existing owner, the

manufacturer or distributor's evaluation of the proposal is limited

to the written, reasonable, and uniformly applied requirements of

the manufacturer or distributor relating to good moral character and

financial qualifications. Notwithstanding the foregoing, a change

in dealer operator shall be addressed pursuant to the provisions of

Section 565.1 of this title.

E. A dealership or dealership owner receiving notice of refusal

of the sale, transfer, or assignment shall have the right to file a

protest with the Oklahoma New Motor Vehicle Commission within thirty

s. Notwithstanding the foregoing, a change

in dealer operator shall be addressed pursuant to the provisions of

Section 565.1 of this title.

E. A dealership or dealership owner receiving notice of refusal

of the sale, transfer, or assignment shall have the right to file a

protest with the Oklahoma New Motor Vehicle Commission within thirty

(30) days of receipt of the refusal. In the event a protest is

filed, the manufacturer or distributor shall have the burden of

proof to establish the proposed transferee or the proposed

transferee's controlling executive management is not of good moral

character or fails to meet the written reasonable and uniformly

applied requirements of the manufacturer or distributor relating to

prospective franchisees or that the facility requirements are not

different than those contained in the transferor's franchise

agreement.

F. Notwithstanding any other provision of this section, the

dealer shall submit a signed copy of the dealer sales and service

agreement resulting from any completed sale, transfer, or assignment

of a franchise to the Oklahoma New Motor Vehicle Commission within

fifteen (15) business days.