This bill amends various sections of the Oklahoma General Corporation Act to modernize and clarify the legal framework governing business entities in Oklahoma. Key amendments include the expansion of jurisdiction to business courts, the clarification of corporate powers, and the introduction of provisions that allow corporations to enter into contracts with current or prospective shareholders. The bill also specifies conditions for enforcing these contracts and outlines rights related to stock issuance and shareholder voting processes. Additionally, it updates definitions and requirements for inspecting corporate records, ratifying corporate actions, and the procedures for mergers, consolidations, and conversions, ultimately aiming to enhance operational efficiency and legal clarity for corporations.

Furthermore, the bill introduces new provisions regarding the ratification of defective corporate acts, specifying board resolution requirements and allowing for the abandonment of ratification before validation. It also clarifies shareholder rights concerning the inspection of corporate records and modifies procedures for corporate actions taken without a meeting. The bill includes amendments related to the conversion of entities into domestic corporations, the merger and division of limited liability companies, and the liabilities of division companies. Overall, these changes are designed to streamline corporate governance processes, enhance transparency, and provide clearer guidelines for business operations in Oklahoma.

Statutes affected:
Introduced: 18-1033, 18-1034, 18-1038, 18-1041, 18-1073, 18-1075.2, 18-1090.4, 18-1090.5, 18-2001