{"data":{"id":"us-ok/okla.-stat.-tit.-18-18-381.26","jurisdiction":"us-ok","citation":"Okla. Stat. tit. 18, § 18-381.26","heading":"Bylaws - Resolutions of savings and loan associations -","body":"Limiting director's liability.\n\nA. The bylaws of every association shall prescribe the notice\n\nand the time and place of the annual meeting of members or\n\nstockholders; the requirements for holding special meetings of\n\nmembers or stockholders; and the manner of determining the number\n\nand terms of office of the directors.\n\nB. 1. Provisions with respect to directors' meetings, the\n\nselection and duties of officers, making of loans, issuance of\n\nvarious classes of deposit accounts or permanent capital stock,\n\ndistribution of earnings, amendments of the bylaws, rights and\n\nobligations of members or stockholders, and any other matters\n\nconcerning operations of the association not in conflict with this\n\nact or rules of the State Banking Commissioner and not otherwise\n\ninconsistent with law or the certificate of incorporation of the\n\nassociation may be included in the bylaws.\n\n2. The bylaws or a resolution of an association as adopted or\n\namended by the members or stockholders may include a provision\n\neliminating or limiting the personal liability of a director to the\n\nassociation or its holding company, or to the shareholders of either\n\nfor any negligence in the performance of his duties but not for:\n\na. any breach of the director's duty of loyalty to the\n\nassociation or its holding company, or to the\n\nshareholders of either,\n\nb. acts or omissions not in good faith or which involve\n\nintentional misconduct or a violation of law, or\n\nc. any transaction from which the director derived an\n\nimproper personal benefit.\n\nC. All bylaws and amendments hereafter adopted shall be\n\npromptly submitted to the Commissioner for approval. Any decision\n\nof the Commissioner disapproving proposed amendments may be appealed\n\npursuant to the provisions of Section 207 of Title 6 of the Oklahoma\n\nStatutes.\n\nD. The bylaws of each association shall constitute laws of the\n\nassociation, subordinate to this act, to the rules of the\n\nCommissioner, and to applicable federal regulations.\n\nE. The provisions of the Oklahoma General Corporation Act\n\nshall, insofar as the Oklahoma General Corporation Act is not\n\ninconsistent with this act, govern associations operating pursuant\n\nto the provisions of this act.","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":"a111edee231214ff046d6dd1c313cf6d6068509deb43033ae3a87e44d4800377","source_id":"us-ok","stale":false,"prev":"us-ok/okla.-stat.-tit.-18-18-381.25","next":"us-ok/okla.-stat.-tit.-18-18-381.27"},"notice":"GroundRules: Original legal text. Not legal advice."}