Dear Customer, the shareholders are entitled to financial documents of the company (they are the company's owners and are entitled to information regarding its financial well being). There are some exceptions, but these truly are exceptions to the rule. i can give you some more specific information if you can provide me with (1) whether your corporation is an S-Corp or a C-Corp, and if it is a C-Corp, whether it is public or private, and (2) what state your corporation is incorporated in.
For some immediate information, here is a link to a helpful article written by a Texas law firm that covers the basic rules and regulations for corporations and requirements for disclosure. While it is drafted with Texas law in mind, the principles are common to all states. http://shareholderoppression.com/right_to_know
I hope that the above information is helpful, if you have any questions, please use the “Reply to Expert Link” and I will follow up promptly. Once you are satisfied with your answer, please rate my service by clicking on the “OK” “GOOD” or “EXCELLENT” buttons, if you believe my service is anything less than “OK” please stop and tell me what additional information or clarification you need to make your experience satisfactory.
If you have any further questions, or if I missed or misunderstood what you were asking, please do ask and I will follow up promptly, You may continue to follow up if further questions arise even after rating my response.
Good Morning, sorry for the delay...was working from my cell yesterday and for some unknown reason could not reply. The corp. was established in 1984 this is our sixth year since our S election. It is a private, "family" business in Florida. I'm having trouble getting the bylaws and records I've requested. I feel I should continue to request again... and again...etc. to log my efforts. FIRST, is this wise? Would it be helpful in proving the information is being witheld or could it hurt if I'm following the state's bylaws instead of the corporations in doing so?
Dear Customer, if your bylaws, or other governing documents, provide you with a mechanism to request and receive information you can follow that procedure. The state rules are a fall back in the event that there are no provisions in the governing documents. You should follow the procedures before making the demand as it will be a requirement before you can file any sort of action to pursue the documents in court. I cannot advise you on how many demands or informal requests would be advisable (first I cannot practice law on this site, and second I do not have enough information about the dynamics of your particular corporation to be able to give you a good strategy in any event).
I understand the frustration of trying to use the internet based chat function through a hand held device, please do not hesitate to follow up as necessary and I will make sure to get back to you as quickly as possible.
Thank you. I understand you cannot advise, forgive me if I frame my questions incorrectly. I know I need to follow our bylaws but I cannot yet get them to respond with them. My mail is being refused. This is why I'm trying to learn if I can request them along with the other records using the state's provision for requesting documents or if this is counter productive?
I doubt this is counter-productive, it is duplicative, but it would not hurt from a legal perspective.
Thank you :-)
Thank you for the kind rating, it is greatly appreciated. I wish you the best of luck with this matter. If you have further questions regarding this type of issue, or any other legal matter, please do not hesitate to use our service in the future. You may post a question for any of our experts in general, or to me directly by titling your question “To CalAttorney 2…” or using the link: http://www.justanswer.com/law/expert-wdb-esq/
Best regards, and thank you,
DISCLAIMER: Answers from Experts on JustAnswer are not substitutes for the advice of an attorney. JustAnswer is a public forum and questions and responses are not private or confidential or protected by the attorney-client privilege. The Expert above is not your attorney, and the response above is not legal advice. You should not read this response to propose specific action or address specific circumstances, but only to give you a sense of general principles of law that might affect the situation you describe. Application of these general principles to particular circumstances must be done by a lawyer who has spoken with you in confidence, learned all relevant information, and explored various options. Before acting on these general principles, you should hire a lawyer licensed to practice law in the jurisdiction to which your question pertains.
The responses above are from individual Experts, not JustAnswer. The site and services are provided “as is”. To view the verified credential of an Expert, click on the “Verified” symbol in the Expert’s profile. This site is not for emergency questions which should be directed immediately by telephone or in-person to qualified professionals. Please carefully read the Terms of Service (last updated February 8, 2012).