{"data":{"id":"us-ok/okla.-stat.-tit.-54-54-1-901","jurisdiction":"us-ok","citation":"Okla. Stat. tit. 54, § 54-1-901","heading":"Definitions","body":"Definitions.\n\nIn this article:\n\n(1) “Constituent partnership” means a constituent organization\n\nthat is a partnership;\n\n(2) “Constituent organization” means an organization that is\n\nparty to a merger;\n\n(3) “Converted organization” means the organization into which\n\na converting organization converts pursuant to Sections 1-902\n\nthrough 1-905 of this title;\n\n(4) “Converting partnership” means a converting organization\n\nthat is a partnership;\n\n(5) “Converting organization” means an organization that\n\nconverts into another organization pursuant to Section 1-902 of this\n\ntitle;\n\n(6) “Governing statute” of an organization means the statute\n\nthat governs the organization’s internal affairs;\n\n(7) “Organization” means a general partnership, including a\n\nlimited liability partnership; limited partnership; limited\n\nliability company; business trust; corporation; or any other\n\nunincorporated association. The term includes domestic and foreign\n\norganizations regardless of whether organized for profit;\n\n(8) “Organizational documents” means:\n\n(i) for a domestic or foreign general partnership, its\n\npartnership agreement;\n\n(ii) for a domestic or foreign limited partnership, its\n\ncertificate of limited partnership and partnership\n\nagreement;\n\n(iii) for a domestic or foreign limited liability company,\n\nits articles of organization and operating agreement,\n\nor comparable records as provided in its governing\n\nstatute;\n\n(iv) for a business trust, its agreement of trust and\n\ndeclaration of trust;\n\n(v) for a domestic or foreign corporation for profit, its\n\ncertificate of incorporation, bylaws, and other\n\nagreements among its shareholders which are authorized\n\nby its governing statute, or comparable records as\n\nprovided in its governing statute; and\n\n(vi) for any other organization, the basic records that\n\ncreate the organization and determine its internal\n\ngovernance and the relations among the persons that\n\nown it, have an interest in it, or are members of it;\n\n(9) “Personal liability” means personal liability for a debt,\n\nliability, or other obligation of an organization, which is imposed\n\non a person that co-owns, has an interest in, or is a member of the\n\norganization:\n\n(i) by the organization’s governing statute solely by\n\nreason of the person co-owning, having an interest in,\n\nor being a member of the organization; or\n\n(ii) by the organization’s organizational documents under a\n\nprovision of the organization’s governing statute\n\nauthorizing those documents to make one or more\n\nspecified persons liable for all or specified debts,\n\nliabilities, and other obligations of the organization\n\nsolely by reason of the person or persons co-owning,\n\nhaving an interest in, or being a member of the\n\norganization.","path":["OK Code","Title 54"],"source_url":"https://www.oklegislature.gov/OK_Statutes/CompleteTitles/os54.pdf","current_through":"2026-08-14","vintage":"open-us-law v2026.08, retrieved 2026-09-14","retrieved_at":"2026-09-14T18:32:36Z","sha256":"bcf416c8000bf9b3aecbc48656a52c136229b968d3bf176212037b46a705bd4f","source_id":"us-ok","stale":false,"prev":"us-ok/okla.-stat.-tit.-54-54-1-807","next":"us-ok/okla.-stat.-tit.-54-54-1-902"},"notice":"GroundRules: Original legal text. Not legal advice."}