Oklahoma § 47-596.8 - Sale of business assets - Conditions

§ 47-596.8. Sale of business assets - Conditions

A. All of the following conditions shall apply to a proposed

sale of the business assets, transfer of the stock, or other

transaction that will result in a change of ownership of a dealer,

except a transaction described in subsection B of this section:

1. The dealer shall provide written notice to the manufacturer

at least ninety (90) days prior to the proposed closing of the

transaction;

2. If the dealer is not in breach of the dealer agreement or in

violation of the provisions of the Recreational Vehicle Franchise

Act at the time the dealer provides the notice described in

paragraph 1 of this subsection, the manufacturer shall not object to

the proposed transaction, unless the prospective transferee meets

one or more of the following:

a.

the prospective transferee was previously a party to a

dealer agreement with the manufacturer that the

manufacturer terminated,

b.

in the preceding ten (10) years, the prospective

transferee was convicted of a felony crime or any

crime of fraud, deceit, or moral turpitude,

c.

the prospective transferee does not have an

application for a recreational vehicle dealer license

pending with the Oklahoma New Motor Vehicle Commission

or a tentative dealer agreement with a recreational

vehicle manufacturer to conduct business as a dealer

in this state,

d.

the prospective transferee does not have an active

line of credit sufficient to purchase recreational

vehicles from the manufacturer according to the terms

of the dealer agreement, or

e.

in the preceding ten (10) years, the prospective

transferee was bankrupt or insolvent, made a general

assignment for the benefit of creditors, or a

receiver, trustee, or conservator was appointed to

take possession of the business or property of the

prospective transferee;

3. If the manufacturer objects to the proposed transaction, the

manufacturer shall give written notice of an objection, including

the reasons by the manufacturer for objecting, to the dealer within

thirty (30) days after receiving the notice described in paragraph 1

Oklahoma Statutes - Title 47. Motor Vehicles

of this subsection. If the manufacturer does not give notice of an

objection within the thirty-day time period, the proposed

transaction shall be considered approved by the manufacturer; and

4. For purposes of paragraph 3 of this subsection, the

manufacturer has the burden of demonstrating why the manufacturer

objects to the proposed transaction.

B. All of the following conditions apply concerning the death,

incapacity, or retirement of the designated principal of a dealer:

1. The manufacturer shall provide the dealer an opportunity to

designate, in writing, a family member as a successor to the dealer

in the event of the death, incapacity, or retirement of the

designated principal;

2. The manufacturer shall not prevent or refuse to honor the

succession to a dealership by a family member of the deceased,

incapacitated, or retired designated principal of that dealer unless

the manufacturer previously provided written notice to the dealer of

any objections to the succession plan of the dealer within thirty

(30) days after receiving the succession plan of the dealer or any

modification of the succession plan of the dealer;

3. Except as provided in paragraph 5 of this subsection, unless

the dealer is in breach of the dealer agreement, a manufacturer

shall not object to the succession to a dealership by a family

member of the deceased, incapacitated, or retired designated

principal, unless the successor meets one or more of the following:

a.

in the preceding ten (10) years, the successor was

convicted of a felony crime or any crime of fraud,

deceit, or moral turpitude,

b.

in the preceding ten (10) years, the successor was

bankrupt, insolvent, or made an assignment for the

benefit of creditors,

c.

the successor was previously a party to a dealer

agreement with the manufacturer that the manufacturer

terminated for a breach of a dealer agreement,

d.

the successor does not have an active line of credit

sufficient to purchase recreational vehicles from the

manufacturer according to the terms of the dealer

agreement, or

e.

the successor does not have an application for a

recreational vehicle dealer license pending with the

Commission or a tentative dealer agreement with a

recreational vehicle manufacturer to conduct business

as a dealer in this state;

4. The manufacturer has the burden of proof regarding any

objection to the succession to a dealership by a family member of

the deceased, incapacitated, or retired designated principal; and

5. The consent of the manufacturer shall be required for the

succession to a dealership by a family member of the deceased,

Oklahoma Statutes - Title 47. Motor Vehicles

incapacitated, or retired designated principal if the succession

involves a relocation of the business or an alteration of the terms

and conditions of the dealer agreement.

Added by Laws 2011, c. 272, § 10, eff. Jan. 1, 2012. Amended by

Laws 2023, c. 29, § 26, eff. Nov. 1, 2023.