{"data":{"id":"us-ok/okla.-stat.-tit.-18-18-439.1","jurisdiction":"us-ok","citation":"Okla. Stat. tit. 18, § 18-439.1","heading":"Conversion of grain elevator corporations to","body":"cooperatives - Procedure.\n\nAny corporation organized under the laws of this state for the\n\npurpose, among others, of conducting a grain elevator business, may\n\nbe converted into a cooperative and become subject to this act with\n\nthe same effect as if originally organized under this act by\n\ncomplying with the following requirements:\n\n1. The proposition for the conversion of such corporation into\n\na cooperative and proposed articles of conversion to give effect\n\nthereto shall be first approved by the board of trustees or the\n\nboard of directors of the corporation. The proposed articles of\n\nconversion shall state:\n\na. the name of the corporation prior to its conversion\n\ninto a cooperative,\n\nb. the address of the principal officer of the\n\ncorporation,\n\nc. the date of the filing of the articles of\n\nincorporation of the corporation in the Office of the\n\nSecretary of State,\n\nd. the name assumed by the cooperative,\n\ne. a statement that the corporation elects to become a\n\ncooperative, nonprofit, membership corporation subject\n\nto this act,\n\nf. the manner and basis of converting either memberships\n\nin or shares of stock of the corporation into\n\nmemberships of the cooperative, and\n\ng. any provisions not inconsistent with this act deemed\n\nnecessary or advisable for the conduct of the business\n\nand affairs of the corporation;\n\n2. The proposition for the conversion of the corporation into a\n\ncooperative and the proposed articles of conversion approved by the\n\nboard of trustees or the board of directors of such corporation\n\nshall then be submitted to a vote of the members or stockholders of\n\nthe corporation at any duly held annual or special meeting thereof,\n\nthe notice of which shall set forth full particulars concerning the\n\nproposed conversion. The proposition for the conversion of the\n\ncorporation into a cooperative and the proposed articles of\n\nconversion, with any amendments thereto as the members or\n\nstockholders of the corporation shall choose to make, shall be\n\ndeemed to be approved upon the affirmative vote of a majority of\n\nthose members of the corporation voting thereon at such meeting, or,\n\nif the corporation is a stock corporation, upon the affirmative vote\n\nof the holders of a majority of the capital stock of the corporation\n\nrepresented at such meeting;\n\n3. Upon approval by the members or stockholders of the\n\ncorporation, articles of conversion in the form approved by such\n\nmembers or stockholders shall be executed and acknowledged on behalf\n\nof the corporation by its president or vice-president and its\n\ncorporate seal shall be affixed thereto and attested by its\n\nsecretary. The president or vice-president executing such articles\n\nof conversion on behalf of the corporation shall also make and annex\n\nthereto an affidavit stating that the provisions of this section\n\nwith respect to the approval of its trustees or directors and its\n\nmembers or stockholders, of the proposition for the conversion of\n\nthe corporation into a cooperative and such articles of conversion\n\nwere duly complied with. Such articles of conversion and affidavit\n\nshall be submitted to the Secretary of State for filing as provided\n\nin this act. The term \"articles of incorporation\", as used in\n\nChapter 10 of Title 18, of the Oklahoma Statutes, shall be deemed to\n\ninclude the articles of conversion of a converted corporation; and\n\n4. The value of shares in the corporation shall be converted to\n\nthe value of shares in the cooperative, on a dollar-for-dollar\n\nbasis. Any dividends payable on shares of stock in the cooperative\n\nshall be paid on preferred stock before dividends are paid on common\n\nstock.","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":"ed23c5563c49399872a9b64f60c992d04c6c249c6b71ccc82946657998cfeaa8","source_id":"us-ok","stale":false,"prev":"us-ok/okla.-stat.-tit.-18-18-438.9","next":"us-ok/okla.-stat.-tit.-18-18-439.2"},"notice":"GroundRules: Original legal text. Not legal advice."}