Okla. Stat. tit. 18, § 441-1205 – Voluntary Dissolution by the Board and Members

(a) Except as otherwise provided in Section 105 of this act, for a limited cooperative association to voluntarily dissolve:
(1) A resolution to dissolve must be approved by a majority vote of the board of directors unless a greater percentage is required by the organic rules;
(2) The board of directors must call a members meeting to consider the resolution, to be held not later than ninety (90) days after adoption of the resolution; and
(3) The board of directors must mail or otherwise transmit or deliver to each member in a record that complies with Section 47 of this act:
1. (A) the resolution required by paragraph (1) of this subsection;
2. (B) a recommendation that the members vote in favor of the resolution or, if the board determines that because of conflict of interest or other special circumstances it should not make a favorable recommendation, the basis of that determination; and
3. (C) notice of the members meeting, which must be given in the same manner as notice of a special meeting of members.
4. (b) Subject to subsection (c) of this section, a resolution to dissolve must be approved by:
5. (1) At least two-thirds (2/3) of the voting power of members present at a members meeting called under paragraph (2) of subsection (a) of this section; and
6. (2) If the limited cooperative association has investor members, at least a majority of the votes cast by patron members, unless the organic rules require a greater percentage.
7. (c) The organic rules may require that the percentage of votes under paragraph (1) of subsection (b) of this section is:
8. (1) A different percentage that is not less than a majority of members voting at the meeting; or
9. (2) Measured against the voting power of all members; or
10. (3) A combination of paragraphs (1) and (2) of this subsection.
  Historical Data Laws 2009, HB 2148, c. 68, § 106, eff. January 1, 2010.