Shareholder Disputes
Prepared by: Constantinople
A limited liability company shareholder may request information about the company's affairs and accounts and seek inspection on particular matters. Not being a manager does not mean that all financial information may be withheld from you. However, the request's scope and purpose and the company's legitimate interests are assessed together; unlimited access to every document is not assumed.
It is useful to direct the initial request at specific periods and transactions. Payments to shareholders, sale of a particular immovable property or a loan to a related company, for example, may be raised separately. Keep proof of shareholding, earlier requests, the manager's response and any general meeting minutes. Telephone discussions alone may be insufficient to show what was requested and why it was refused.
The managers' position and general meeting resolution matter for the statutory application sequence. Court proceedings may be considered if information and inspection are unjustifiably obstructed. A request for access to documents and a claim for damages against a director serve different purposes. It is incorrect to treat every payment as irregular before seeing the records or to expect that an information action alone will recover the loss.
Prepare your information requests, responses received and any general meeting resolution. Specify the period and transaction sought so that the application sequence can be checked.
File review is a paid service. The scope and fee are set out in writing before work begins.
