Oklahoma § 18-1064 - List of shareholders entitled to vote - Penalty for

§ 18-1064. List of shareholders entitled to vote - Penalty for

refusal to produce stock ledger.

LIST OF SHAREHOLDERS ENTITLED TO VOTE; PENALTY FOR REFUSAL TO

PRODUCE STOCK LEDGER

A. The corporation shall prepare, no later than the tenth day

before each meeting of shareholders, a complete list of the

shareholders entitled to vote at the meeting; provided, however, if

the record date for determining the shareholders entitled to vote is

less than ten (10) days before the meeting date, the list shall

reflect the shareholders entitled to vote as of the tenth day before

the meeting date, arranged in alphabetical order, and showing the

address of each shareholder and the number of shares registered in

the name of each shareholder. Nothing contained in this section

shall require the corporation to include electronic mail addresses

or other electronic contact information on the list. The list shall

be open to the examination of any shareholder, for any purpose

germane to the meeting for a period of ten (10) days ending on the

day before the meeting date:

1. On a reasonably accessible electronic network; provided,

that the information required to gain access to the list is provided

with the notice of the meeting; or

2. During ordinary business hours, at the principal place of

business of the corporation. In the event that the corporation

determines to make the list available on an electronic network, the

corporation may take reasonable steps to ensure that the information

is available only to shareholders of the corporation.

Oklahoma Statutes - Title 18. Corporations

B. If the corporation or an officer or agent of the corporation

refuses to permit examination of the list by a shareholder, such

shareholder may apply to the district court for an order to compel

the corporation to permit such examination. The burden of proof

shall be on the corporation to establish that the examination the

shareholder seeks is for a purpose not germane to the meeting. The

court may summarily order the corporation to permit examination of

the list upon such conditions as the court may deem appropriate and

may make such additional orders as may be appropriate including but

not limited to postponing the meeting or voiding the results of the

meeting.

C. For the purposes of the Oklahoma General Corporation Act,

“stock ledger” means one or more records administered by or on

behalf of the corporation in which the names of all the

corporation’s shareholders of record, the address and number of

shares registered in the name of each such shareholder and all

issuances and transfers of stock of the corporation are recorded in

accordance with Section 1069 of this title. The stock ledger shall

be the only evidence as to who are the shareholders entitled by this

section to examine the list required by this section or to vote in

person or by proxy at any meeting of shareholders.

Added by Laws 1986, c. 292, § 64, eff. Nov. 1, 1986. Amended by

Laws 2001, c. 405, § 12, eff. Nov. 1, 2001; Laws 2004, c. 255, § 13,

eff. Nov. 1, 2004; Laws 2017, c. 323, § 14, eff. Nov. 1, 2017; Laws

2021, c. 51, § 7, eff. Nov. 1, 2021; Laws 2024, c. 120, § 26, eff.

Nov. 1, 2024.