Section 2058.1 - [Effective 11/1/2024] Document form, signature, and deliveryA. 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;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.Okla. Stat. tit. 18, § 2058.1
Added by Laws 2024, c. 121,s. 23, eff. 11/1/2024.