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Oklahoma · Snapshot open-us-law v2026.08, retrieved 2026-09-14

Okla. Stat. tit. 71, § 71-461: Liability of offeror - Rights and remedies of seller

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Where this section sits in the code
  1. OK Code
  2. Title 71

A. Any offeror who purchases a security in connection with a

take-over offer in violation of this act shall be liable to the

person selling the security to him who may sue either at law or in

equity. In an action for rescission the seller shall be entitled to

recover the security, plus any income received by the purchaser

thereon, upon tender of the consideration received. Tender requires

only notice of willingness to pay the amount specified in exchange

for the security. Any notice may be given by service as in civil

actions or by certified mail to the last-known address of the person

liable. Damages are the excess of either the value of the security

on the date of purchase or its present value, whichever is greater,

over the present value of the consideration received for the

security.

B. Every person who directly or indirectly controls a person

liable under subsection A of this section, every partner, principal

executive officer or director of such person, every person occupying

a similar status or performing similar functions, every employee of

such person who materially aids in the act or transaction

constituting the violation, and every broker-dealer or agent who

materially aids in the act or transaction constituting the

violation, is also liable jointly and severally with and to the same

extent as such person, unless the person who would otherwise be so

liable proves that he did not know, and in the exercise of

reasonable care could not have known, of the existence of the facts

by reason of which the liability is alleged to exist. There is

contribution as in cases of contract among the several persons so

liable.

C. No action may be maintained under this section unless

commenced before the expiration of three (3) years after the act or

transaction constituting the violation or the expiration of one (1)

year after the discovery of the facts constituting the violation,

whichever first expires.

D. The rights and remedies under this act are in addition to

any other rights or remedies that may exist at law or in equity.

Collected 2026-09-14T18:32:36Z. Source file · JSON

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