Senate Bill No. 1085 introduces the Uniform Unincorporated Nonprofit Association Act in Oklahoma, establishing a legal framework for unincorporated nonprofit associations. The bill defines key terms and clarifies the applicability of the act, detailing the characteristics, powers, and governance of these associations. It emphasizes that an unincorporated nonprofit association is a separate entity from its members and managers, allowing for profit-making activities as long as profits are used for nonprofit purposes. The legislation also outlines procedural requirements for member meetings, voting, and the admission or expulsion of members, while asserting that members do not have fiduciary duties solely by virtue of their membership.
Additionally, the bill introduces new provisions regarding fiduciary duties for managers, requiring them to act in good faith and in the association's best interests, and allows for certain actions that may conflict with the duty of loyalty if disclosed and approved by disinterested members. It details processes for dissolution, the handling of debts, and the distribution of assets, while ensuring that charitable property remains protected during mergers. The act aims to modernize the legal treatment of unincorporated nonprofit associations, enhance accountability, and promote uniformity across states, with an effective date set for November 1, 2025.