eLaws of Florida

  SECTION 617.1602. Inspection of records by members.  


Latest version.
  • 1(1) 2A member of a corporation is entitled to inspect and copy, during regular business hours at the corporation’s principal office or at a reasonable location specified by the corporation, any of the records of the corporation described in s. 41617.1601(5), 42if the member gives the corporation written notice of his or her demand at least 10 business days before the date on which he or she wishes to inspect and copy.
    73(2) 74A member of a corporation is entitled to inspect and copy, during regular business hours at a reasonable location specified by the corporation, any of the following records of the corporation if the member meets the requirements of subsection (3) and gives the corporation written notice of his or her demand at least 10 business days before the date on which he or she wishes to inspect and copy:
    143(a) 144Excerpts from minutes of any meeting of the board of directors, records of any action of a committee of the board of directors while acting in place of the board of directors on behalf of the corporation, minutes of any meeting of the members, and records of action taken by the members or board of directors without a meeting, to the extent not subject to inspection under subsection (1).
    213(b) 214Accounting records of the corporation.
    219(c) 220The record of members.
    224(d) 225Any other books and records.
    230(3) 231A member may inspect and copy the records described in subsection (2) only if:
    245(a) 246The member’s demand is made in good faith and for a proper purpose;
    259(b) 260The member describes with reasonable particularity his or her purpose and the records he or she desires to inspect;
    279(c) 280The records are directly connected with the member’s purpose.
    289(4) 290This section does not affect:
    295(a) 296The right of a member in litigation with the corporation to inspect and copy records to the same extent as any other litigant.
    319(b) 320The power of a court, independently of this chapter, to compel the production of corporate records for examination.
    338(5) 339A corporation may deny any demand for inspection made pursuant to subsection (2) if the demand was made for an improper purpose, or if the demanding member has within 2 years preceding his or her demand sold or offered for sale any list of members of the corporation or any other corporation, has aided or abetted any person in procuring any list of members for any such purpose, or has improperly used any information secured through any prior examination of the records of the corporation or any other corporation.
    428(6) 429For purposes of this section, the term “member” includes a beneficial owner whose shares are held in a voting trust or by a nominee on his or her behalf.
    458(7) 459For purposes of this section, a “proper purpose” means a purpose reasonably related to such person’s interest as a member.
History.-s. 70, ch. 93-281; s. 100, ch. 97-102; s. 50, ch. 2009-205.

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