Legal Question in Securities Law in California

Am a shareholder of a privately held Delaware corp located in California. I want to get a copy of it's P&L to determine value.

Am I entitled to this under the law?

Asked on 8/01/12, 3:39 pm

1 Answer from Attorneys

Bryan Whipple Bryan R. R. Whipple, Attorney at Law

Ordinarily, a proper answer to this question would have to be, "Delaware corporations are governed by Delaware law, and you'll have to ask someone who's licensed to practice there." This is still you better bet, but Delaware corporations are so commonplace that even Calif. lawyers are expected to know something about them.

OK, here's what little I know. Delaware corporations law contains a provision allowing inspection of books and records by stockholders. The inspection must be at the place where the books and records are maintained, and you may do it personally or through an agent or attorney formally authorized by you (under oath and perhaps including a power of attorney). There are other requirements.

The full text of the law is in Section 220 "Inspection of Books and Records" of the Delaware General Corporation Law. There are probably rules and court decisions further defining and affecting shareholder rights to obtain P&L statements.

Read more
Answered on 8/02/12, 10:04 am

Related Questions & Answers

More Securities Law questions and answers in California