Oklahoma § 18-437.11 - Amendment of articles of incorporation - Change of

§ 18-437.11. Amendment of articles of incorporation - Change of

location without amending articles.

(a) A cooperative may amend its articles of incorporation by

complying with the following requirements:

(1) The proposed amendment shall be first approved by the board

of trustees and shall then be submitted to a vote of the members at

any annual or special meeting thereof, the notice of which shall set

forth the proposed amendment. The proposed amendment, with such

changes as the members shall choose to make therein, shall be deemed

to be approved on the affirmative vote of not less than two-thirds

of those members voting thereon at such meeting; and

(2) Upon such approval by the members, articles of amendment

shall be executed and acknowledged on behalf of the cooperative by

its president or vice president and its corporate seal shall be

affixed thereto and attested by its secretary. The articles of

amendment shall recite in the caption that they are executed

pursuant to this act and shall state: (a) the name of the

cooperative; (b) the address of its principal office; (c) the date

of the filing of its articles of incorporation in the office of the

Secretary of State; and (d) the amendment to its articles of

incorporation. The president or vice president executing such

articles of amendment shall also make and annex thereto an affidavit

stating that the provisions of this section were duly complied with.

Such articles of amendment and affidavit shall be submitted to the

Secretary of State for filing as provided in this act.

(b) A cooperative may, without amending its articles of

incorporation, upon authorization of its board of trustees, change

the location of its principal office by filing a certificate of

change of principal office, executed and acknowledged by its

president or vice president under its seal attested by its

secretary, in the office of the Secretary of State and also in each

county office in which its articles of incorporation or any prior

certificate of change of principal office of such cooperative has

been filed. Such cooperative shall also, within thirty (30) days

after the filing of such certificate of change of principal office

in any county office, file therein certified copies of its articles

of incorporation and all amendments thereto, if the same are not

already on file therein.

Laws 1939, p. 261, § 12.