Okla. Stat. tit. 18, § 18-381.62
This is the official text of Okla. Stat. tit. 18, § 18-381.62, part of Oklahoma’s Stat. tit. 18, — part of the compiled statutory law of Oklahoma, published by the state as "Stat. tit. 18,." Browse the sections below, each linked to its official government source.
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Voluntary liquidation
Official statutory text
A. With the approval of the State Banking Commissioner, an
association may liquidate and dissolve. The Commissioner may grant
such approval upon an application by an association after the
proposal to liquidate and dissolve has been approved by a vote of a
majority of the outstanding voting stock, in the case of a stock
association, or by a majority vote of the total number of votes of
the members present in person or by proxy, in the case of a mutual
association, at a meeting called for that purpose, and that after
giving effect to any proposed purchase of the assets of the
association and assumption of its liabilities as provided for in
Section 381.63a of this title the association will be solvent and
will have sufficient liquid assets to pay off any remaining
depositors and creditors immediately.
B. 1. Upon approval by the Commissioner, the association shall
immediately cease to do business, shall have only the powers
necessary to effect an orderly liquidation and shall proceed to pay
its depositors and creditors and to wind up its affairs.
2. Within thirty (30) days of the approval, the association
shall send a notice of liquidation by mail to each depositor,
creditor, person interested in funds held as a fiduciary, lessee of
a safe deposit box and a bailor of property at the address of such
person as shown on the books of the association. However, in the
case of all depositors, creditors, loan customers or lessees of safe
deposit boxes whose deposits, accounts or other contractual
arrangements with the association have been purchased or assumed as
provided for in Section 381.63a of this title, a notice of purchase
and assumption shall be sent by the purchaser in lieu of a notice of
liquidation by the liquidating association. The notice prepared by
the association shall be posted conspicuously on the premises of the
association and shall be given such publication as the Commissioner
may require. The purchaser or the liquidating association, as
applicable, shall send with each notice a statement of the amount
shown on the books to be the claim or liability of the depositor,
creditor or other customer. Each such notice shall demand that
claims of depositors and creditors, or corrected statements of
amounts owed by the customer, if the amount claimed or owed differs
from that stated in the notice, be filed with the notifying
institution before a specified date not earlier than sixty (60) days
thereafter in accordance with the procedure prescribed in the
notice. The notice prepared by the liquidating association shall
also demand that property held by the association as bailee or in a
Oklahoma Statutes - Title 18. Corporations Page 67
safe deposit box not taken over by a purchaser be withdrawn by the
person entitled thereto.
3. As soon after approval as may be practicable the association
shall resign all fiduciary positions and take such action as may be
necessary to settle its fiduciary accounts, and the manner of
succession of trust powers and successor trustees shall follow the
same procedure as set out in Section 1018 of Title 6 of the Oklahoma
Statutes.
4. Any safe deposit boxes which have not been taken over by a
purchaser, and the contents of which have not been removed within
thirty (30) days after demand, shall be opened. Sealed packages
containing the contents of such box, with a certificate of inventory
of contents, together with any other unclaimed property held by the
association as bailee and certified inventories thereof, shall be
transferred to the Commissioner who shall administer the property in
accordance with the provisions of the Uniform Unclaimed Property
Act.
5. The approval of an application for liquidation shall not
impair the right of a depositor or creditor whose account has not
been unconditionally assumed by a purchaser to be paid in full by
the liquidating association, and all lawful claims of remaining
transferred to the Commissioner who shall administer the property in
accordance with the provisions of the Uniform Unclaimed Property
Act.
5. The approval of an application for liquidation shall not
impair the right of a depositor or creditor whose account has not
been unconditionally assumed by a purchaser to be paid in full by
the liquidating association, and all lawful claims of remaining
creditors and depositors of the liquidating association shall
promptly be paid. The unearned portion of the rental of a safe
deposit box not taken over by a purchaser shall be returned to the
lessee.
6. Any assets remaining after the discharge of or adequate
provision for all obligations shall be distributed to the
stockholders or members in accordance with a plan of voluntary
liquidation filed with and approved by the Commissioner. No such
distribution shall be made before all claims of depositors and
creditors have been:
a. assumed as provided for in Section 381.63a of this
title,
b. provided for by the establishment of a reserve fund in
an amount approved by the Commissioner,
c. paid by the liquidating association, or
d. in the case of any disputed claim, provided for by
transmittal to the Commissioner of a sum adequate to
meet any liability that may be judicially determined.
C. Any unclaimed distribution to a stockholder, member or
depositor shall be held until ninety (90) days after the final
distribution and then transmitted to the Commissioner. Such
unclaimed funds shall be held by the Commissioner and administered
in accordance with the provisions of the Uniform Unclaimed Property
Act.
D. If the Commissioner finds that assets will be insufficient
for the full discharge of all obligations or that completion of the
Oklahoma Statutes - Title 18. Corporations Page 68
liquidation has been unduly delayed, the Commissioner may take
possession and complete the liquidation in the manner provided in
this act for involuntary liquidations.
E. The Commissioner may require reports of the progress of
liquidation. Whenever the Commissioner is satisfied that the
liquidation has been properly completed the Commissioner shall enter
an order of dissolution and recommend to the Secretary of State that
the association's certificate of incorporation be canceled, upon
receipt of which the Secretary of State shall cancel such
certificate.
association may liquidate and dissolve. The Commissioner may grant
such approval upon an application by an association after the
proposal to liquidate and dissolve has been approved by a vote of a
majority of the outstanding voting stock, in the case of a stock
association, or by a majority vote of the total number of votes of
the members present in person or by proxy, in the case of a mutual
association, at a meeting called for that purpose, and that after
giving effect to any proposed purchase of the assets of the
association and assumption of its liabilities as provided for in
Section 381.63a of this title the association will be solvent and
will have sufficient liquid assets to pay off any remaining
depositors and creditors immediately.
B. 1. Upon approval by the Commissioner, the association shall
immediately cease to do business, shall have only the powers
necessary to effect an orderly liquidation and shall proceed to pay
its depositors and creditors and to wind up its affairs.
2. Within thirty (30) days of the approval, the association
shall send a notice of liquidation by mail to each depositor,
creditor, person interested in funds held as a fiduciary, lessee of
a safe deposit box and a bailor of property at the address of such
person as shown on the books of the association. However, in the
case of all depositors, creditors, loan customers or lessees of safe
deposit boxes whose deposits, accounts or other contractual
arrangements with the association have been purchased or assumed as
provided for in Section 381.63a of this title, a notice of purchase
and assumption shall be sent by the purchaser in lieu of a notice of
liquidation by the liquidating association. The notice prepared by
the association shall be posted conspicuously on the premises of the
association and shall be given such publication as the Commissioner
may require. The purchaser or the liquidating association, as
applicable, shall send with each notice a statement of the amount
shown on the books to be the claim or liability of the depositor,
creditor or other customer. Each such notice shall demand that
claims of depositors and creditors, or corrected statements of
amounts owed by the customer, if the amount claimed or owed differs
from that stated in the notice, be filed with the notifying
institution before a specified date not earlier than sixty (60) days
thereafter in accordance with the procedure prescribed in the
notice. The notice prepared by the liquidating association shall
also demand that property held by the association as bailee or in a
Oklahoma Statutes - Title 18. Corporations Page 67
safe deposit box not taken over by a purchaser be withdrawn by the
person entitled thereto.
3. As soon after approval as may be practicable the association
shall resign all fiduciary positions and take such action as may be
necessary to settle its fiduciary accounts, and the manner of
succession of trust powers and successor trustees shall follow the
same procedure as set out in Section 1018 of Title 6 of the Oklahoma
Statutes.
4. Any safe deposit boxes which have not been taken over by a
purchaser, and the contents of which have not been removed within
thirty (30) days after demand, shall be opened. Sealed packages
containing the contents of such box, with a certificate of inventory
of contents, together with any other unclaimed property held by the
association as bailee and certified inventories thereof, shall be
transferred to the Commissioner who shall administer the property in
accordance with the provisions of the Uniform Unclaimed Property
Act.
5. The approval of an application for liquidation shall not
impair the right of a depositor or creditor whose account has not
been unconditionally assumed by a purchaser to be paid in full by
the liquidating association, and all lawful claims of remaining
transferred to the Commissioner who shall administer the property in
accordance with the provisions of the Uniform Unclaimed Property
Act.
5. The approval of an application for liquidation shall not
impair the right of a depositor or creditor whose account has not
been unconditionally assumed by a purchaser to be paid in full by
the liquidating association, and all lawful claims of remaining
creditors and depositors of the liquidating association shall
promptly be paid. The unearned portion of the rental of a safe
deposit box not taken over by a purchaser shall be returned to the
lessee.
6. Any assets remaining after the discharge of or adequate
provision for all obligations shall be distributed to the
stockholders or members in accordance with a plan of voluntary
liquidation filed with and approved by the Commissioner. No such
distribution shall be made before all claims of depositors and
creditors have been:
a. assumed as provided for in Section 381.63a of this
title,
b. provided for by the establishment of a reserve fund in
an amount approved by the Commissioner,
c. paid by the liquidating association, or
d. in the case of any disputed claim, provided for by
transmittal to the Commissioner of a sum adequate to
meet any liability that may be judicially determined.
C. Any unclaimed distribution to a stockholder, member or
depositor shall be held until ninety (90) days after the final
distribution and then transmitted to the Commissioner. Such
unclaimed funds shall be held by the Commissioner and administered
in accordance with the provisions of the Uniform Unclaimed Property
Act.
D. If the Commissioner finds that assets will be insufficient
for the full discharge of all obligations or that completion of the
Oklahoma Statutes - Title 18. Corporations Page 68
liquidation has been unduly delayed, the Commissioner may take
possession and complete the liquidation in the manner provided in
this act for involuntary liquidations.
E. The Commissioner may require reports of the progress of
liquidation. Whenever the Commissioner is satisfied that the
liquidation has been properly completed the Commissioner shall enter
an order of dissolution and recommend to the Secretary of State that
the association's certificate of incorporation be canceled, upon
receipt of which the Secretary of State shall cancel such
certificate.
Status: in_force · Read it on the official government site
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