Oklahoma § 18-2058.1

§ 18-2058.1.

Document form, signature, and delivery.

DOCUMENT FORM, SIGNATURE, AND DELIVERY.

A. Except as provided in subsection B of this section, without

limiting the manner in which any act or transaction may be

documented, or the manner in which a document may be signed or

delivered:

1. Any act or transaction contemplated or governed by the

Oklahoma Limited Liability Company Act or an operating agreement may

be provided for in a document, and an electronic transmission is the

equivalent of a written document;

2. Whenever the Oklahoma Limited Liability Company Act or an

operating agreement requires or permits a signature, the signature

may be a manual, facsimile, conformed, or electronic signature.

“Electronic signature” means an electronic symbol or process that is

attached to, or logically associated with, a document and executed

or adopted by a person with an intent to execute, authenticate, or

adopt the document. A person may execute a document with such

person’s signature;

Oklahoma Statutes - Title 18. Corporations

3. Unless otherwise provided in an operating agreement or

agreed upon between the sender and recipient, an electronic

transmission is delivered to a person for purposes of this title and

an operating agreement when it enters an information processing

system that the person has designated for the purpose of receiving

electronic transmissions of the type delivered, so long as the

electronic transmission is in a form capable of being processed by

that system and such person is able to retrieve the electronic

transmission. Whether a person has so designated an information

processing system is determined by the operating agreement or from

the context and surrounding circumstances, including the party’s

conduct. An electronic transmission is delivered under this section

even if no person is aware of its receipt. Receipt of an electronic

acknowledgement from an information processing system establishes

that an electronic transmission was received but, by itself, does

not establish that the content sent corresponds to the content

received.

This section shall not prohibit one or more persons from

conducting a transaction in accordance with the Uniform Electronic

Transactions Act so long as the part or parts of the transaction

that are governed by the Oklahoma Limited Liability Company Act or

an operating agreement are documented, signed, and delivered in

accordance with this subsection or otherwise in accordance with this

section. This subsection shall apply solely for purposes of

determining whether an act or transaction has been documented, and

the document has been signed and delivered, in accordance with the

Oklahoma Limited Liability Company Act or an operating agreement.

B. Subsection A of this section shall not apply to a document

filed with or submitted to the Secretary of State, a county clerk,

or a court or other judicial or governmental body of this state.

This subsection shall not create any presumption about the lawful

means to document a matter addressed by this subsection, or the

lawful means to sign or deliver a document addressed by this

subsection. A provision of an operating agreement shall not limit

the application of subsection A of this section unless the provision

expressly restricts one or more of the means of documenting an act

or transaction, or of signing or delivering a document, permitted by

subsection A of this section.

C. If any provision of this section is deemed to modify, limit,

or supersede the Electronic Signatures in Global and National

Commerce Act, 15 U.S.C. Section 7001 et. seq., the provisions of

this section shall control to the fullest extent permitted by

Section 7002(a)(2) of such act.

Added by Laws 2024, c. 121, § 23, eff. Nov. 1, 2024.