Creation of private, not-for-profit corporation - Powers - Certificate of incorporation and bylaws.

1. Law
2. Oklahoma Statutes
3. State Government
4. Creation of private, not-for-profit corporation - Powers - Certificate of incorporation and bylaws.

A. A private, not-for-profit corporation may be organized pursuant to the provisions of Title 18 of the Oklahoma Statutes and the provisions of this act to develop the Industrial Extension System in Oklahoma, with a special emphasis on minority business enterprises. Such corporation, upon certification by Oklahoma Futures, shall be known as and may exercise all of the powers of OAME.

B. In addition to the provisions and requirements of Title 18 of the Oklahoma Statutes, the certificate of incorporation and the bylaws of OAME must be certified by Oklahoma Futures and the certificate of incorporation shall:

1. Designate the name of the corporation as the Oklahoma Alliance for Manufacturing Excellence, Inc.;

2. Provide that the exclusive purposes of OAME are public purposes to assist small and medium-sized manufacturing firms, with a special emphasis on minority business enterprises, to gain the ability, through education, technology transfer, and otherwise, to compete successfully at progressively higher levels of value-added in the national and international economy;

3. Provide for the following three classes of membership in OAME which shall have representation on the Board of Directors of OAME:

• a.one class composed of small and medium-sized manufacturing firms located in Oklahoma, and the certificate of incorporation shall provide for the qualifications for membership in such class,
• b.one class composed of large corporations, and the certificate of incorporation shall provide for the qualifications for membership in such class, and
• c.one class composed of state entities, including, but not limited to, the Oklahoma Center for the Advancement of Science and Technology, the Oklahoma Department of Commerce, the Oklahoma Department of Career and Technology Education, and the Oklahoma State Regents for Higher Education;

4. Provide for classes of associate membership which shall not have representation on the Board of Directors of OAME, except as provided in paragraph 5 of this subsection;

5. Provide that the Board of Directors of OAME shall consist of five representatives of members who shall be individuals elected at the first annual meeting of OAME by members of the class composed of small and medium-sized manufacturing firms, and four representatives of members who shall be individuals elected at the first annual meeting of OAME by members of the class composed of large corporations. The Board of Directors also shall include the President of the Oklahoma Center for the Advancement of Science and Technology, the Executive Director of the Oklahoma Department of Commerce, the Director of the Oklahoma Department of Career and Technology Education and the Chancellor of Higher Education as ex officio members. The bylaws of OAME may provide for designees who may serve in the place of any of the directors and the terms under which any such designation will be made. The Board of Directors shall have the power to elect, from time to time, persons to serve as directors who are associate members or are not affiliated with any entity or firm which qualifies for membership in OAME, provided that no more than three (3) of such persons shall serve on the Board of Directors at any time;

6. Have the authority to set membership dues in an amount to be determined by the Board of Directors. No participating state entity shall pay membership dues;

7. Provide for all powers necessary or appropriate to carry out and effectuate its corporate purposes, including, but not limited to, the following:

• a.to maintain an office at such place or places as it may designate,
• b.to make and execute contracts with any individual, corporation, association or any other entity and all other instruments necessary or convenient for the performance of its duties and the exercise of its powers and functions under this act,
• c.to receive funds from any source to carry out the purposes of this act, including, but not limited to, gifts or grants from any department, agency or instrumentality of the United States or of the state for any purpose consistent with the provisions of this act,
• d.to acquire or sell, convey, lease, exchange, transfer or otherwise dispose of its property or any interest therein,
• e.to develop plans and policies to assist small and medium-sized manufacturing companies in Oklahoma,
• f.to enter into contracts to provide assistance to small and medium-sized manufacturing companies, including, but not limited to, the following categories:
• (1)technology,
• (2)human resources development,
• (3)market planning,
• (4)finance, and
• (5)inter-firm collaboration,
• g.to assist other organizations providing general business assistance to small and medium-sized manufacturing enterprises,
• h.to establish manufacturing quality and standards certification programs, setting minimum standards and issuing certification to companies meeting such standards,
• i.to develop and distribute information about manufacturing modernization and assistance that is available to support efforts to improve the abilities of small and medium-sized firms to produce and market higher value-added products,
• j.to establish a system to evaluate the effectiveness and efficiency of services provided to small and medium-sized manufacturing firms,
• k.to establish and operate, directly or under contract, an information system designed to access resources that will assist the firms to become more productive,
• l.establish a training program for individuals working on behalf of small and medium-sized manufacturing firms, and
• m.to establish special educational and informational programs for its members.

Added by Laws 1992, c. 230, § 6, eff. July 1, 1992. Amended by Laws 2001, c. 33, § 179, eff. July 1, 2001.

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