Pursuant to Chapter 607 of the Florida Statutes, corporate shareholders have a right to “view and copy” certain records. The right to view and copy corporate records is part of the overall bundle of rights enjoyed by shareholders in the State of Florida. In order to make informed decisions relating to a company own or have invested in, shareholders must be able to obtain important information about the company. In this article, we’ve put together a list of some of the types of records which shareholders have a legal right to see.
Officer and Director Payments
As a general matter, shareholders have the right to view documents and records pertaining to the financial condition of the company. Put another way, shareholders have a right to financial transparency. Consistent with this general rule, shareholders have the right to see and copy information relating to any payment made by the company to any officer, board member, or director.
Importantly, this means any type of payment – quarterly bonuses, annual bonuses, advances, and incentives – that the company may have paid.
Employee Payroll & Vendor Payments
This is also consistent with the right to financial transparency. Shareholders have the right to view accounting records of the firm. More specifically, they have the right to view records on employee payroll (i.e. salary information, bonuses, etc.), and also payments made to vendors, customers, and other third parties.
Shareholders have the right to access certain kinds of financial statements, such as balance sheets, cash flow, and income statements. Certain financial statements can provide key insights into the general financial status of the company. Shareholders have a clear need to be able to access and view these types of documents so they can properly evaluate the financial health of the company they own.
Meeting Minutes for Shareholders and Board Meetings
Shareholders also have the right to access other corporate records including minutes from board meetings between and meetings of shareholders. Shareholders are also entitled to records of actions by directors if taken without a meeting.
Shareholder’s Action to Compel Records
If you are a shareholder who wishes to obtain copies of records you are entitled to, and are ignored or prevented from doing so, you likely have a cause of action against the company to have a judge compel the production of those documents at the company’s expense.
If a shareholder is prevented from obtaining certain records, there could be a likelihood that management is engaging in misconduct or otherwise not serving the best interests of the company. Discovery of shareholder records may reveal a cause of action against those in management for damage to the company. It is important to have experienced Florida business attorneys guide you in obtaining the documents are you entitled to have and analyzing them to see if wrongdoing has taken place.
Contact The Frazer Firm for a Consultation Today
The experienced business attorneys at The Frazer Firm can help you obtain the shareholder records you are entitled to, and help you determine if misconduct is taking place. Contact us to schedule a consultation to discuss how to protect your investment.
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