{"data":{"id":"us-ok/okla.-stat.-tit.-18-18-2020","jurisdiction":"us-ok","citation":"Okla. Stat. tit. 18, § 18-2020","heading":"Voting rights of members","body":"VOTING RIGHTS OF MEMBERS\n\nA. Voting by members may be on a per capita, number, financial\n\ninterest, class, group or any other basis. Unless otherwise\n\nprovided in the articles of organization or operating agreement, the\n\nmembers of a limited liability company vote in proportion to their\n\nrespective interests in the profits of the limited liability\n\ncompany. Except as otherwise provided in subsection D of this\n\nsection or unless the context otherwise requires, references in the\n\nOklahoma Limited Liability Company Act to a vote or the consent of\n\nthe members mean a vote or consent of the members holding a majority\n\nof the interests in the profits of the limited liability company.\n\nThe vote or consent may be evidenced in the minutes of a meeting of\n\nthe members or by a written consent in lieu of a meeting.\n\nB. Except as otherwise provided in subsection D of this section\n\nor in the articles of organization or operating agreement, a\n\nmajority vote of the members shall be required to approve the\n\nfollowing matters:\n\n1. The sale, exchange, lease, mortgage, pledge, or other\n\ntransfer of all or substantially all of the assets of the limited\n\nliability company;\n\n2. Merger of the limited liability company with another limited\n\nliability company or other entity; and\n\n3. An amendment to the articles of organization or operating\n\nagreement.\n\nC. The articles of organization or operating agreement may\n\nalter the above voting rights and provide for any other voting\n\nrights of members.\n\nD. Unless otherwise provided in the articles of organization or\n\na written operating agreement, the unanimous vote or consent of the\n\nmembers shall be required to approve the following matters:\n\n1. The dissolution of the limited liability company pursuant to\n\nparagraph 3 of subsection A of Section 2037 of this title; or\n\n2. An amendment to the articles of organization or an amendment\n\nto a written operating agreement:\n\na. which reduces the term of the existence of the limited\n\nliability company,\n\nb. which reduces the required vote of members to approve\n\na dissolution, merger or sale, exchange, lease,\n\nmortgage, pledge, or other transfer of all or\n\nsubstantially all of the assets of the limited\n\nliability company,\n\nc. which permits a member to voluntarily withdraw from\n\nthe limited liability company, or\n\nd. which reduces the required vote of members to approve\n\nan amendment to the articles of organization or\n\nwritten operating agreement reducing the vote\n\npreviously required on the matters described in this\n\nparagraph.\n\nE. An operating agreement may grant to all or certain\n\nidentified members or a specified class or group of the members the\n\nright to vote separately or with all or any class or group of the\n\nmembers or managers, on any matter.","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":"b8589f69d1d33746c476e9df0d744f86e919b60cf04d01cb15e05801fa1c3d52","source_id":"us-ok","stale":false,"prev":"us-ok/okla.-stat.-tit.-18-18-2019.1","next":"us-ok/okla.-stat.-tit.-18-18-2021"},"notice":"GroundRules: Original legal text. Not legal advice."}