2013 New York Consolidated Laws
BSC - Business Corporation
Article 6 - (601 - 630) SHAREHOLDERS
624 - Books and records; right of inspection, prima facie evidence.

 
  § 624. Books and records; right of inspection, prima facie evidence.
    (a) Each corporation shall keep correct and complete books and records
  of   account   and   shall  keep  minutes  of  the  proceedings  of  its
  shareholders, board and executive committee, if any, and shall  keep  at
  the  office  of  the  corporation  in this state or at the office of its
  transfer agent or registrar in this state, a record containing the names
  and addresses of all shareholders, the number and class of  shares  held
  by each and the dates when they respectively became the owners of record
  thereof.    Any  of  the  foregoing  books, minutes or records may be in
  written form or in any  other  form  capable  of  being  converted  into
  written form within a reasonable time.
    (b)  Any  person  who  shall  have  been  a shareholder of record of a
  corporation upon at least five days' written demand shall have the right
  to examine in person or by agent  or  attorney,  during  usual  business
  hours,  its minutes of the proceedings of its shareholders and record of
  shareholders and to make extracts therefrom for any  purpose  reasonably
  related  to  such person's interest as a shareholder.  Holders of voting
  trust certificates representing  shares  of  the  corporation  shall  be
  regarded  as  shareholders  for  the purpose of this section.   Any such
  agent or attorney shall be authorized in a writing  that  satisfies  the
  requirements  of a writing under paragraph (b) of section 609 (Proxies).
  A  corporation  requested  to  provide  information  pursuant  to   this
  paragraph  shall  make available such information in written form and in
  any other  format  in  which  such  information  is  maintained  by  the
  corporation and shall not be required to provide such information in any
  other  format.  If  a request made pursuant to this paragraph includes a
  request  to  furnish  information  regarding  beneficial   owners,   the
  corporation  shall  make  available  such  information in its possession
  regarding beneficial owners as is  provided  to  the  corporation  by  a
  registered  broker or dealer or a bank, association or other entity that
  exercises  fiduciary  powers  in  connection  with  the  forwarding   of
  information  to  such  owners.  The corporation shall not be required to
  obtain information about beneficial owners not in its possession.
    (c) An inspection authorized by paragraph (b) may be  denied  to  such
  shareholder  or  other  person  upon  his  refusal  to  furnish  to  the
  corporation, its transfer agent or  registrar  an  affidavit  that  such
  inspection  is  not  desired for a purpose which is in the interest of a
  business or object other than the business of the corporation  and  that
  he  has  not  within  five  years  sold  or offered for sale any list of
  shareholders of any corporation of any type  or  kind,  whether  or  not
  formed  under  the laws of this state, or aided or abetted any person in
  procuring any such record of shareholders for any such purpose.
    (d) Upon refusal by the corporation or by an officer or agent  of  the
  corporation to permit an inspection of the minutes of the proceedings of
  its  shareholders  or  of the record of shareholders as herein provided,
  the person making the demand for inspection may  apply  to  the  supreme
  court  in  the  judicial district where the office of the corporation is
  located, upon such  notice  as  the  court  may  direct,  for  an  order
  directing  the  corporation,  its  officer or agent to show cause why an
  order should not be granted permitting such inspection by the applicant.
  Upon the return day of the order to show cause, the court shall hear the
  parties summarily, by affidavit or otherwise, and if it appears that the
  applicant is qualified and entitled to such inspection, the court  shall
  grant  an  order  compelling  such  inspection and awarding such further
  relief as to the court may seem just and proper.
    (e) Upon the written request of any shareholder, the corporation shall
  give or mail to such shareholder an annual balance sheet and profit  and
  loss  statement  for  the  preceding  fiscal  year,  and, if any interim

  balance sheet or profit and loss statement has been distributed  to  its
  shareholders  or otherwise made available to the public, the most recent
  such interim balance sheet or profit and loss statement. The corporation
  shall  be allowed a reasonable time to prepare such annual balance sheet
  and profit and loss statement.
    (f) Nothing herein contained shall  impair  the  power  of  courts  to
  compel  the  production  for  examination  of the books and records of a
  corporation.
    (g) The books and records specified in paragraph (a)  shall  be  prima
  facie  evidence of the facts therein stated in favor of the plaintiff in
  any action or special proceeding against such corporation or any of  its
  officers, directors or shareholders.