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TexLaw, Attorney
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Experience:  Lead trial/International commercial attorney licensed 11 yrs
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I own 6% of a small Illinois corporation. Do I have rights

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I own 6% of a small Illinois corporation. Do I have rights to the minutes, financial, tax, paper work? If so how do I get them if they are reluctant to show me?

Thank you for submitting your important legal issue to Just Answer. I am pleased to have the opportunity to provide you with an honest and easy to understand answer to your question.

I am an attorney licensed in the State of Texas. The following information is a brief answer to your question. However, if you feel that you need further information or that you have other insights which might help me in providing a better answer, please feel free to write back.

Generally, a stock holder has rights to look at the books and financial documents of the company upon a written notice with a request to do the same within a reasonable amount of time. The company should allow you to look at the books during business hours at the company's main business office. The details of this right may be stated in your stock purchase agreement. Should the company fail to allow you to inspect the books, you may take legal action.

Below is the relevant portion of the Illinois Business Corporation Act:

Sec. 7.75. Corporate records - Examination by shareholders. (a) Each corporation shall keep correct and complete books and records of account and shall also keep minutes of the proceedings of its shareholders and board of directors and committees thereof; and shall keep at its registered office or principal place of business in this State, or at the office of a transfer agent or registrar in this State, a record of its shareholders, giving the names and addresses of all shareholders and the number and class of the shares held by each. A record of shareholders certified by an officer or transfer agent shall be competent evidence in all courts of this State.
    (b) Any person who is a shareholder of record shall have the right to examine, in person or by agent, at any reasonable time or times, the corporation's books and records of account, minutes, voting trust agreements filed with the corporation and record of shareholders, and to make extracts therefrom, but only for a proper purpose. In order to exercise this right, a shareholder must make written demand upon the corporation, stating with particularity the records sought to be examined and the purpose therefor.
    (c) If the corporation refuses examination, the shareholder may file suit in the circuit court of the county in which either the registered agent or principal office of the corporation is located to compel by mandamus or otherwise such examination as may be proper. If a shareholder seeks to examine books or records of account the burden of proof is upon the shareholder to establish a proper purpose. If the purpose is to examine minutes or the record of shareholders or a voting trust agreement, the burden of proof is upon the corporation to establish that the shareholder does not have a proper purpose.
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The information provided is general in nature only and should not be construed as legal advice. By using this forum, you acknowledge that no attorney-client relationship has been created between you and Zachary D. Norris or The Norris Law Firm. For complete legal advice and representation, you should consult with an attorney licensed to practice in your state.

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