Oklahoma corporate bylaws are essential documents formulated by the incorporator or board of directors to guide a corporation’s governance and operations. They detail the business’s purpose, shareholder specifics, board elections, committee roles, and stock management.
Additionally, these bylaws cover internal management practices, such as meeting protocols and the issuance of stock certificates, and include policies to minimize the liability of directors and officers. Any amendments must gain approval from the Oklahoma State Banking Commissioner, ensuring a solid framework for decision-making, officer appointments, and handling conflicts of interest.
Legal Requirements
Oklahoma mandates corporations to adopt bylaws (§ 18-437.6). Other applicable legal statutes are set forth, including:
- Annual Meetings – § 18-441-506
- Corporate Bylaws – § 18-437.6
- Issuance of Stock – § 18-1033
Naming Considerations
- Required Words: “Association” “Company,” “Corporation,” “Club,” “Foundation,” “Fund,” “Incorporated,” “Institute,” “Society,” “Union,” “Syndicate,” “Limited,” An abbreviation thereof or language of like import (choose one).
- Prohibited Words: “Savings and Loan,” “Building and Loan,” “Savings Association,” “Savings Bank” or a combination of such terms unless it is clear that the business conducted does not include banking.
- Name Reservation Period: 60 days.
- Renewal Period: Non-specified in statutes.
- Transferability: Yes.
Emergency Bylaws
In case of an attack, nuclear disaster, or major emergency where assembling a quorum of the board or committee is impractical, the board can adopt special bylaws to respond (§ 18-1014).
