{"data":{"id":"us-ok/okla.-stat.-tit.-18-18-1146","jurisdiction":"us-ok","citation":"Okla. Stat. tit. 18, § 18-1146","heading":"Control share acquisition - definition","body":"CONTROL SHARE ACQUISITION; DEFINITION\n\nA. As used in Sections 1145 through 1155 of this title,\n\n\"control share acquisition\" means acquisition by any person of\n\nownership of, or the power to direct the exercise of voting power\n\nwith respect to, control shares.\n\nB. A person who acquires shares in the ordinary course of\n\nbusiness for the benefit of others in good faith and not for the\n\npurpose of circumventing Sections 1145 through 1155 of this title\n\nhas not made a control share acquisition of shares in respect of\n\nwhich that person is able to exercise or direct the exercise of\n\nvotes only after requesting further instruction from others.\n\nC. The acquisition of any control shares does not constitute a\n\ncontrol share acquisition if the acquisition is made in good faith\n\nand not for the purpose of circumventing Sections 1145 through 1155\n\nof this title in any of the following circumstances:\n\n1. At a time when the corporation was not subject to Sections\n\n1145 through 1155 of this title;\n\n2. Pursuant to a contract entered into at a time when the\n\ncorporation was not subject to Sections 1145 through 1155 of this\n\ntitle;\n\n3. Pursuant to the laws of descent and distribution;\n\n4. Pursuant to the satisfaction of a pledge or other security\n\ninterest;\n\n5. Pursuant to a merger, consolidation, or share acquisition\n\neffected in compliance with Section 1081, 1082, 1083, 1090.1 or\n\n1090.2 of this title, if the issuing public corporation is a party\n\nto the agreement of merger, consolidation, or share acquisition;\n\n6. By a donee receiving the shares pursuant to an inter vivos\n\ngift;\n\n7. By a person of additional shares within the range of voting\n\npower for which such person has received approval pursuant to\n\nSection 1153 of this title or within the range of voting power\n\nresulting from shares acquired in a transaction described in this\n\nsubsection;\n\n8. An increase in voting power resulting from any action taken\n\nby the issuing public corporation, provided the person whose voting\n\npower is thereby affected is not an affiliate of the corporation;\n\n9. Pursuant to the solicitation of proxies subject to\n\nRegulation 14A under the Securities Exchange Act of 1934, 15 U.S.C.\n\nSection 78a et seq., as amended, or in the case of an issuing public\n\ncorporation which is not subject to such Regulation 14A, the\n\nsolicitation of proxies in accordance with the laws of the State of\n\nOklahoma;\n\n10. Pursuant to a transfer between or among immediate family\n\nmembers, or between or among persons under direct common control.\n\nAn \"immediate family member\" is any relative or spouse of a person,\n\nor any relative of such spouse, who has the same home as such\n\nperson; or\n\n11. From any person whose previous acquisition of shares would\n\nhave constituted a control share acquisition but for paragraphs 1\n\nthrough 10 of this subsection, provided the acquisition does not\n\nresult in the acquiring person holding voting power within a higher\n\nrange of voting power than that of the person from whom the control\n\nshares were acquired.","path":["OK Code","Title 18"],"source_url":"https://www.oklegislature.gov/OK_Statutes/CompleteTitles/os18.pdf","current_through":"2026-08-14","vintage":"open-us-law v2026.08, retrieved 2026-09-14","retrieved_at":"2026-09-14T18:32:36Z","sha256":"fb212d62b66b14103b5ad39e2572473c322a2bd77e14da2e6eae73a33ad69321","source_id":"us-ok","stale":false,"prev":"us-ok/okla.-stat.-tit.-18-18-1145","next":"us-ok/okla.-stat.-tit.-18-18-1147"},"notice":"GroundRules: Original legal text. Not legal advice."}
