Okla. Stat. tit. 18, § 18-441-1101
This is the official text of Okla. Stat. tit. 18, § 18-441-1101, 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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Member’s dissociation
Official statutory text
MEMBER’S DISSOCIATION.
(a) A person has the power to dissociate as a member at any
time, rightfully or wrongfully, by express will.
(b) Unless the organic rules otherwise provide, a member’s
dissociation from a limited cooperative association is wrongful only
if the dissociation:
(1) Breaches an express provision of the organic rules; or
(2) Occurs before the termination of the limited cooperative
association and:
(A) the person is expelled as a member under paragraph (3)
or (4) of subsection (d) of this section; or
(B) in the case of a person that is not an individual,
trust other than a business trust, or estate, the
person is expelled or otherwise dissociated as a
member because it dissolved or terminated in bad
faith.
(c) Unless the organic rules otherwise provide, a person that
wrongfully dissociates as a member is liable to the limited
cooperative association for damages caused by the dissociation. The
liability is in addition to any other debt, obligation, or liability
of the person to the association.
(d) A member is dissociated from the limited cooperative
association as a member when:
(1) The association receives notice in a record of the member’s
express will to dissociate as a member, or if the member specifies
in the notice an effective date later than the date the association
received notice, on that later date;
(2) An event stated in the organic rules as causing the
member’s dissociation as a member occurs;
(3) The member is expelled as a member under the organic rules;
(4) The member is expelled as a member by the board of
directors because:
(A) it is unlawful to carry on the association’s
activities with the member as a member;
(B) there has been a transfer of all the member’s
financial rights in the association, other than:
(i) a creation or perfection of a security interest;
or
(ii) a charging order in effect under Section 61 of
this act which has not been foreclosed;
(C) the member is a limited liability company,
association, or partnership, which has been dissolved,
and its business is being wound up; or
(D) the member is a corporation or cooperative and:
(i) the member filed a certificate of dissolution or
the equivalent, or the jurisdiction of formation
Oklahoma Statutes - Title 18. Corporations Page 210
revoked the association’s charter or right to
conduct business;
(ii) the association sends a notice to the member that
it will be expelled as a member for a reason
described in division (i) of this subparagraph;
and
(iii) not later than ninety (90) days after the notice
was sent under division (ii) of this
subparagraph, the member did not revoke its
certificate of dissolution or the equivalent, or
the jurisdiction of formation did not reinstate
the association’s charter or right to conduct
business; or
(E) the member is an individual and is adjudged
incompetent;
(5) In the case of a member who is an individual, the
individual dies;
(6) In the case of a member that is a trust or is acting as a
member by virtue of being a trustee of a trust, all the trust’s
financial rights in the association are distributed;
(7) In the case of a member that is an estate, the estate’s
entire financial interest in the association is distributed;
(8) In the case of a member that is not an individual,
partnership, limited liability company, cooperative, corporation,
trust, or estate, the member is terminated; or
(9) The association participates in a merger if under the plan
of merger as approved under Article 16 of the Uniform Limited
Cooperative Association Act of 2009 the member ceases to be a
member.
(a) A person has the power to dissociate as a member at any
time, rightfully or wrongfully, by express will.
(b) Unless the organic rules otherwise provide, a member’s
dissociation from a limited cooperative association is wrongful only
if the dissociation:
(1) Breaches an express provision of the organic rules; or
(2) Occurs before the termination of the limited cooperative
association and:
(A) the person is expelled as a member under paragraph (3)
or (4) of subsection (d) of this section; or
(B) in the case of a person that is not an individual,
trust other than a business trust, or estate, the
person is expelled or otherwise dissociated as a
member because it dissolved or terminated in bad
faith.
(c) Unless the organic rules otherwise provide, a person that
wrongfully dissociates as a member is liable to the limited
cooperative association for damages caused by the dissociation. The
liability is in addition to any other debt, obligation, or liability
of the person to the association.
(d) A member is dissociated from the limited cooperative
association as a member when:
(1) The association receives notice in a record of the member’s
express will to dissociate as a member, or if the member specifies
in the notice an effective date later than the date the association
received notice, on that later date;
(2) An event stated in the organic rules as causing the
member’s dissociation as a member occurs;
(3) The member is expelled as a member under the organic rules;
(4) The member is expelled as a member by the board of
directors because:
(A) it is unlawful to carry on the association’s
activities with the member as a member;
(B) there has been a transfer of all the member’s
financial rights in the association, other than:
(i) a creation or perfection of a security interest;
or
(ii) a charging order in effect under Section 61 of
this act which has not been foreclosed;
(C) the member is a limited liability company,
association, or partnership, which has been dissolved,
and its business is being wound up; or
(D) the member is a corporation or cooperative and:
(i) the member filed a certificate of dissolution or
the equivalent, or the jurisdiction of formation
Oklahoma Statutes - Title 18. Corporations Page 210
revoked the association’s charter or right to
conduct business;
(ii) the association sends a notice to the member that
it will be expelled as a member for a reason
described in division (i) of this subparagraph;
and
(iii) not later than ninety (90) days after the notice
was sent under division (ii) of this
subparagraph, the member did not revoke its
certificate of dissolution or the equivalent, or
the jurisdiction of formation did not reinstate
the association’s charter or right to conduct
business; or
(E) the member is an individual and is adjudged
incompetent;
(5) In the case of a member who is an individual, the
individual dies;
(6) In the case of a member that is a trust or is acting as a
member by virtue of being a trustee of a trust, all the trust’s
financial rights in the association are distributed;
(7) In the case of a member that is an estate, the estate’s
entire financial interest in the association is distributed;
(8) In the case of a member that is not an individual,
partnership, limited liability company, cooperative, corporation,
trust, or estate, the member is terminated; or
(9) The association participates in a merger if under the plan
of merger as approved under Article 16 of the Uniform Limited
Cooperative Association Act of 2009 the member ceases to be a
member.
Status: in_force · Read it on the official government site
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