Okla. Stat. tit. 6, § 6-1107: Conversion from state bank to national and of national to

state bank, and trust powers.

A. State bank conversion to national bank. Nothing in the law

of this state shall restrict the right of a state bank to convert

into a national bank upon compliance with the laws of the United

States, and upon completion of such conversion it shall surrender

its charter as a state bank.

B. National bank conversion to state bank. A national bank

located in this state, which follows the procedure prescribed by

federal law to convert into a state bank, shall be granted a state

charter if it meets the requirements for the incorporation of a

state bank and the standards and requirements set forth by rules and

regulations of the Board. Any requirements that shares must be paid

in cash may be satisfied by the exchange of shares of the converted

state bank for those of the converting national bank, which may be

valued at no more than their fair cash market value. The procedure

for incorporation of a state bank may be modified to the extent made

necessary by the difference between an ordinary incorporation and a

conversion.

C. Preservation of identity and use of prior name. The

converted bank shall be considered the same business and corporate

entity as the converting bank with all of the rights, powers and

duties of the converting bank except as limited by the charter and

bylaws of the resulting bank. It may use the name of the converting

bank whenever it can do any act under such name more conveniently.

D. Succession to fiduciary positions. Where a resulting state

bank is not to exercise trust powers, the Board shall not approve a

merger or conversion until satisfied that adequate provision has

been made for successors to fiduciary positions held by the merging

banks or the converting bank, and the manner of succession of trust

powers and successor trustees shall follow the same procedure as set

out in Section 1018 of this Code.

E. Continuation of corporate entity. Any reference to the

converting bank in any writing, whether executed or taking effect

before or after the conversion, shall be deemed a reference to the

converted bank if not inconsistent with the other provisions of such

writing.