Okla. Stat. tit. 18, § 18-1014.3

DOCUMENT FORM, SIGNATURE AND DELIVERY

A. Except as provided in subsection B of this section, without

limiting the manner in which any act or transaction may be

documented, or the manner in which a document may be signed or

delivered:

1. Any act or transaction contemplated or governed by this

title or the certificate of incorporation or bylaws may be provided

for in a document, and an electronic transmission shall be deemed

the equivalent of a written document. “Document” means (i) any

tangible medium on which information is inscribed, and includes

handwritten, typed, printed or similar instruments, and copies of

such instruments and (ii) an electronic transmission;

2. Whenever Section 1001 et seq. of this title or the

certificate of incorporation or bylaws requires or permits a

signature, the signature may be a manual, facsimile, conformed or

electronic signature. “Electronic signature” means an electronic

symbol or process that is attached to, or logically associated with,

a document and executed or adopted by a person with an intent to

authenticate or adopt the document. A person may execute a document

with that person’s signature; and

3. Unless otherwise agreed between the sender and recipient and

in the case of a proxy or consent given by or on behalf of a

shareholder subject to the requirements set forth in paragraphs 2

and 3 of subsection C of Section 1057 and subsection C of Section

1073 of this title, respectively, an electronic transmission shall

be deemed delivered to a person for purposes of this title and the

certificate of incorporation and bylaws when it enters an

information processing system that the person has designated for the

purpose of receiving electronic transmissions of the type delivered,

so long as the electronic transmission is in a form capable of being

processed by that system and such person is able to retrieve the

electronic transmission. Whether a person has so designated an

information processing system is determined by the certificate of

incorporation, the bylaws or from the context and surrounding

circumstances including the parties’ conduct. An electronic

transmission is delivered under this section even if no person is

aware of its receipt. Receipt of an electronic acknowledgement from

an information processing system establishes that an electronic

transmission was received but, by itself, does not establish that

the content sent corresponds to the content received.

Section 1001 et seq. of this title shall not prohibit one or

more persons from conducting a transaction in accordance with the

Uniform Electronic Transactions Act so long as the part or parts of

the transaction that are governed by Section 1001 et seq. of this

Oklahoma Statutes - Title 18. Corporations Page 322

title are documented, signed and delivered in accordance with this

subsection or otherwise in accordance with Section 1001 et seq. of

this title. This subsection shall apply solely for purposes of

determining whether an act or transaction has been documented, and

the document has been signed and delivered, in accordance with

Section 1001 et seq. of this title, the certificate of incorporation

and the bylaws.

B. Subsection A of this section shall not apply to:

1. A document filed with or submitted to the Secretary of State

or a court or other judicial or governmental body of this state;

2. A document comprising part of the stock ledger;

3. A certificate representing a security;

4. Any document expressly referenced as a notice or waiver of

notice by Section 1001 et seq. of this title, the certificate of

incorporation or bylaws;

5. A ballot to vote on actions at a meeting of shareholders;

and

6. An act or transaction effected pursuant to Section 1100.1 of

this title.

The provisions of this subsection shall not create any

presumption about the lawful means to document a matter addressed by

this subsection, or the lawful means to sign or deliver a document
. of this title, the certificate of

incorporation or bylaws;

5. A ballot to vote on actions at a meeting of shareholders;

and

6. An act or transaction effected pursuant to Section 1100.1 of

this title.

The provisions of this subsection shall not create any

presumption about the lawful means to document a matter addressed by

this subsection, or the lawful means to sign or deliver a document

addressed by this subsection. No provision of the certificate of

incorporation or bylaws shall limit the application of subsection A

of this section except for a provision that expressly restricts or

prohibits the use of an electronic transmission or electronic

signature or any form thereof, or expressly restricts or prohibits

the delivery of an electronic transmission to an information

processing system.

C. In the event that any provision of Section 1001 et seq. of

this title is deemed to modify, limit or supersede the Electronic

Signatures in Global and National Commerce Act, 15 U.S.C. Sections

7001 et seq., the provisions of Section 1001 et seq. of this title

shall control to the fullest extent permitted by Section 7002(a)(2)

of such act.