What right do shareholders have to inspect corporate records?

A shareholder or shareholders holding at least 5 percent of the corporation’s outstanding voting shares have the right to (1) inspect and copy a list of the shareholders’ names, addresses, and number of shares owned, and/or (2) obtain such a list from the corporation. See Cal. Corp. Code § 1600. In either case, the corporation has five days to comply with a written demand for the information. The corporation must also permit shareholders, upon written demand, to inspect the accounting books and records and minutes of proceedings of the shareholders, board of directors, and committees of the board of the corporation and its subsidiaries, so long as the demand is for a purpose reasonably related to the shareholder’s interests. See Cal. Corp. Code § 1601. Although corporate records can be kept in electronic form, records requested by shareholders must be provided in written form. See Cal. Corp. Code § 1605. These inspection rights may not be limited by the corporation’s articles of incorporation or bylaws. If the corporation refuses a lawful demand to inspect records, a shareholder may sue to enforce her inspection right. See Cal. Corp. Code § 1603. If the court finds that the corporation’s failure to comply with a proper demand was unjustified, the court may, in addition to ordering the corporation to permit the inspection, award the shareholder her reasonable expenses, including attorney’s fees, incurred in bringing the lawsuit. See Cal. Corp. Code § 1604.