Okla. Stat. tit. 18, § 18-1075

EXCEPTION TO REQUIREMENTS OF NOTICE

A. Whenever notice is required to be given, pursuant to any

provision of this title or of the certificate of incorporation or

bylaws of any corporation, to any person with whom communication is

unlawful, the giving of such notice to such person shall not be

required and there shall be no duty to apply to any governmental

authority or agency for a license or permit to give such notice to

such person. Any action or meeting which shall be taken or held

without notice to any such person with whom communication is

unlawful shall have the same force and effect as if such notice had

been duly given. In the event that the action taken by the

Oklahoma Statutes - Title 18. Corporations Page 400

corporation is such as to require the filing of a certificate under

any of the other sections of this title, the certificate shall

state, if such is the fact and if notice is required, that notice

was given to all persons entitled to receive notice except such

persons with whom communication is unlawful.

B. Whenever notice is required to be given pursuant to any

provision of the Oklahoma General Corporation Act or the certificate

of incorporation or bylaws of any corporation, to any shareholder

or, if the corporation is a nonstock corporation, to any member to

whom:

1. Notice of two consecutive annual meetings and all notices of

meetings or of the taking of action by written consent without a

meeting to such person during the period between such two

consecutive annual meetings; or

2. All, and at least two, payments, if sent by first-class

mail, of dividends or interest on securities during a twelve-month

period,

have been mailed addressed to such person at the person’s address as

shown on the records of the corporation and have been returned

undeliverable, the giving of such notice to such person shall not be

required. Any action or meeting which shall be taken or held

without notice to such person shall have the same force and effect

as if such notice had been duly given. If any such person shall

deliver to the corporation a written notice setting forth the

person’s then current address, the requirement that notice be given

to such person shall be reinstated. In the event that the action

taken by the corporation is such as to require the filing of a

certificate under any of the other sections of this act, the

certificate need not state that notice was not given to persons to

whom notice was not required to be given pursuant to the provisions

of this subsection.

C. The exception in paragraph 1 of subsection B to the

requirement that notice be given shall not be applicable to any

notice returned as undeliverable if the notice was given by

electronic transmission.