{"data":{"id":"us-ok/okla.-stat.-tit.-6-6-710","jurisdiction":"us-ok","citation":"Okla. Stat. tit. 6, § 6-710","heading":"Stockholders' meetings - Cumulative voting - Proxies -","body":"Voting trusts - Preemptive rights - Examination of stockbook.\n\nA. Stockholders' meetings.\n\n1. An annual meeting of shareholders shall be held for the\n\nelection of directors on a date and at a time designated by or in\n\nthe manner provided for in the bylaws. Any other proper business\n\nmay be transacted at the annual meeting.\n\nAdditional meetings shall be held as may be provided in the\n\nbylaws.\n\n2. Notice shall be mailed at least ten (10) days before a\n\nmeeting to every person who was a stockholder of record twenty (20)\n\ndays before the date of the meeting or at such longer period as may\n\nbe provided in the bylaws. Such notice shall be mailed to the\n\nstockholder's address on the records of the bank. No business shall\n\nbe transacted at a special meeting which is not specified in the\n\nnotice thereof or necessary or proper in connection with, or\n\nincidental to, the business specified.\n\n3. If any meeting of the shareholders be adjourned to another\n\ntime or place, no notice as to such adjourned meeting need be given\n\nother than by announcement at the meeting at which such adjournment\n\nis taken, unless otherwise provided in the bylaws; provided,\n\nhowever, that in the event such meeting be adjourned for thirty (30)\n\ndays or more, notice of the adjourned meeting shall be given as in\n\nthe case of an original meeting.\n\n4. Notice of the time, place and purpose of any meeting of\n\nshareholders, whether required by this Code, by the certificate of\n\nincorporation, or by the bylaws, may be waived in writing by any\n\nshareholder or by the attendance of the shareholder at such meeting.\n\nSuch waiver may be given before or after the meeting, and shall be\n\nfiled with the secretary or entered upon the records of the meeting.\n\n5. The holders of a majority of the outstanding voting shares,\n\nor their authorized representatives, shall constitute a quorum. In\n\nthe absence of a quorum, a meeting may be adjourned from time to\n\ntime without notice to the stockholders.\n\nB. Voting - Cumulative voting - Bank or trust company may not\n\nvote own shares - Exceptions. Except on the election of directors,\n\nwhen cumulative voting is provided for in the certificate of\n\nincorporation or as it may be amended, each share of common stock\n\nshall have one vote which may be cast by the owner of record on the\n\nrecord date, or the proxy of the owner, whether or not the owner of\n\nrecord has the beneficial interest therein. The bank or trust\n\ncompany may not vote shares which it holds in any capacity other\n\nthan as fiduciary.\n\nC. Proxies. Each shareholder entitled to vote at a meeting of\n\nshareholders or to express consent or dissent to corporation action\n\nin writing without a meeting may authorize another person or persons\n\nto act for the shareholder by written proxy, but no such proxy shall\n\nbe voted or acted upon after three (3) years from its date, unless\n\nthe proxy provides for a longer period.\n\nD. Voting trust - Board approval required. No shares deposited\n\nunder a voting trust agreement shall be voted by the trustee unless\n\nthe agreement has been approved by the Board. Approval shall be\n\nwithheld, or, if previously granted, revoked whenever it appears\n\nthat the existence of the trust would tend to reduce competition\n\namong lending institutions or to affect adversely the character or\n\ncompetence of the management or the bank's policies or operating\n\nprocedures. In the absence of such approval, the record owner may\n\nvote the owner's share. No shares held by a licensed securities\n\nbroker, or by any person, firm or corporation acting for such broker\n\nor who is an owner, employee, associate shareholder or partner of a\n\nlicensed securities broker, shall be directly or indirectly voted\n\nunless the bank's bylaws expressly authorized the voting of such\n\nbroker held shares.\n\nE. Preemptive rights of shareholders. All voting shares of\n\ncapital stock of any bank or trust company shall vest preemptive\nperson, firm or corporation acting for such broker\n\nor who is an owner, employee, associate shareholder or partner of a\n\nlicensed securities broker, shall be directly or indirectly voted\n\nunless the bank's bylaws expressly authorized the voting of such\n\nbroker held shares.\n\nE. Preemptive rights of shareholders. All voting shares of\n\ncapital stock of any bank or trust company shall vest preemptive\n\nrights to subscribe for any additional shares or any obligations\n\nconvertible into shares to be allotted or used by such bank or trust\n\ncompany unless specifically negated by the original certificate of\n\nincorporation or unless the rights have been specifically waived at\n\nthe time of authorization of new offering. Any amendment to the\n\ncertificate of incorporation to remove preemptive rights must be\n\nmade pursuant to unanimous approval by the shareholders of the bank.\n\nThe preemptive rights of shareholders shall not extend to fractional\n\nshares.\n\nF. Examination of stockbook. The stockbook and the minutes of\n\nstockholders' meeting shall be available for examination by a\n\nstockholder of the corporation at the principal place of business\n\nduring business hours.","path":["OK Code","Title 6"],"source_url":"https://www.oklegislature.gov/OK_Statutes/CompleteTitles/os6.pdf","current_through":"2026-08-14","vintage":"open-us-law v2026.08, retrieved 2026-09-14","retrieved_at":"2026-09-14T18:32:36Z","sha256":"5ba729e18c95d3f26f501302cc2e1b6a4012c7e4a97e7f99f5f99eaae762e859","source_id":"us-ok","stale":false,"prev":"us-ok/okla.-stat.-tit.-6-6-709","next":"us-ok/okla.-stat.-tit.-6-6-711"},"notice":"GroundRules: Original legal text. Not legal advice."}