Right to Inspect Books and Records

BCL SEC. 624

Corporations, including co-ops, must keep correct and complete books and records, including minutes of shareholder, board, and executive committee meetings and a record of who owns shares and when they bought them. These records are deemed prima-facie evidence in any case against the co-op. Shareholders have a right to access some, but not all, of these records in person or by an agent. a co-op can condition access on certain sworn statements from the requesting shareholder. Shareholders can challenge a co-op’s refusal to grant access in court in a statutory proceeding. Shareholders can also demand certain financial statements be sent to them by mail.

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"There is an inherent tension between a co-op board’s need to maintain confidentiality and minimize exposure to liability and the value of transparency to shareholders. This section of the Business Corporation Law sets forth the statutory rights and duties of co-ops and shareholders with respect to balancing these interests in the maintenance of corporate records and shareholders access."

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