{"data":{"id":"us-ok/okla.-stat.-tit.-18-18-441-1603","jurisdiction":"us-ok","citation":"Okla. Stat. tit. 18, § 18-441-1603","heading":"Action on plan of conversion by converting limited","body":"cooperative association.\n\nACTION ON PLAN OF CONVERSION BY CONVERTING LIMITED COOPERATIVE\n\nASSOCIATION.\n\n(a) For a limited cooperative association to convert to another\n\nentity, a plan of conversion must be approved by a majority of the\n\nboard of directors, or a greater percentage if required by the\n\norganic rules, and the board of directors must call a members\n\nmeeting to consider the plan of conversion, hold the meeting not\n\nlater than ninety (90) days after approval of the plan by the board,\n\nand mail or otherwise transmit or deliver in a record to each\n\nmember:\n\n(1) The plan, or a summary of the plan and a statement of the\n\nmanner in which a copy of the plan in a record may be reasonably\n\nobtained by a member;\n\n(2) A recommendation that the members approve the plan of\n\nconversion, or if the board determines that because of a conflict of\n\ninterest or other circumstances it should not make a favorable\n\nrecommendation, the basis for that determination;\n\n(3) A statement of any condition of the board’s submission of\n\nthe plan of conversion to the members; and\n\n(4) Notice of the meeting at which the plan of conversion will\n\nbe considered, which must be given in the same manner as notice of a\n\nspecial meeting of members.\n\n(b) Subject to subsections (c) and (d) of this section, a plan\n\nof conversion must be approved by:\n\n(1) At least two-thirds (2/3) of the voting power of members\n\npresent at a members meeting called under subsection (a) of this\n\nsection; and\n\n(2) If the limited cooperative association has investor\n\nmembers, at least a majority of the votes cast by patron members,\n\nunless the organic rules require a greater percentage vote by patron\n\nmembers.\n\n(c) The organic rules may require that the percentage of votes\n\nunder paragraph (1) of subsection (b) of this section is:\n\n(1) A different percentage that is not less than a majority of\n\nmembers voting at the meeting;\n\n(2) Measured against the voting power of all members; or\n\n(3) A combination of paragraphs (1) and (2) of this subsection.\n\n(d) The vote required to approve a plan of conversion may not\n\nbe less than the vote required for the members of the limited\n\ncooperative association to amend the articles of organization.\n\n(e) Consent in a record to a plan of conversion by a member\n\nmust be delivered to the limited cooperative association before\n\ndelivery of articles of conversion for filing if as a result of the\n\nconversion the member will have:\n\n(1) Personal liability for an obligation of the association; or\n\n(2) An obligation or liability for an additional contribution.\n\n(f) Subject to subsection (e) of this section and any\n\ncontractual rights, after a conversion is approved and at any time\n\nbefore the effective date of the conversion, a converting limited\n\ncooperative association may amend a plan of conversion or abandon\n\nthe planned conversion:\n\n(1) As provided in the plan; and\n\n(2) Except as prohibited by the plan, by the same affirmative\n\nvote of the board of directors and of the members as was required to\n\napprove the plan.\n\n(g) The voting requirements for districts, classes, or voting\n\ngroups under Section 36 of this act apply to approval of a\n\nconversion under this article.","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":"aa8eb89cc21abd80b28f618c63e5c77e1dd35902631f0c70762da8fef8d15dc2","source_id":"us-ok","stale":false,"prev":"us-ok/okla.-stat.-tit.-18-18-441-1602","next":"us-ok/okla.-stat.-tit.-18-18-441-1604"},"notice":"GroundRules: Original legal text. Not legal advice."}