Alabama § 10A-2A-16.04 - Court-Ordered Inspection.

§ 10A-2A-16.04. Court-Ordered Inspection.

If a stockholder is entitled to inspection and copying rights under Section 10A-2A-16.02:

(a) If a corporation does not allow a stockholder who complies with Section 10A-2A-16.02(a) to inspect and copy any records required by that section to be available for inspection, the designated court, and if none, the circuit court for the county in which the corporation’s principal office is located in this state, and if none in this state, the circuit court for the county in which the corporation’s most recent registered office is located may summarily order inspection and copying of the records demanded at the corporation’s expense upon application of the stockholder.

(b) If a corporation does not within a reasonable time allow a stockholder who complies with Section 10A-2A-16.02(b) to inspect and copy the records required by that section, the stockholder who complies with Section 10A-2A-16.02(c) may apply to the designated court, and if none, the circuit court for the county in which the corporation’s principal office is located in this state, and if none in this state, the circuit court for the county in which the corporation’s most recent registered office is located for an order to permit inspection and copying of the records demanded. The court shall dispose of an application under this subsection on an expedited basis.

(c) If the court orders inspection and copying of the records demanded under Section 10A-2A-16.02(b), it may impose reasonable restrictions on their confidentiality, use, or distribution by the demanding stockholder and it shall also order the corporation to pay the stockholder’s expenses incurred to obtain the order unless the corporation establishes that it refused inspection in good faith because the corporation had:

(1) a reasonable basis for doubt about the right of the stockholder to inspect the records demanded; or

(2) required reasonable restrictions on the confidentiality, use, or distribution of the records demanded to which the demanding stockholder had been unwilling to agree. If the corporation has declined to deliver or make available the records because the stockholder had been unwilling to agree to restrictions proposed by the corporation on the confidentiality, use, or distribution of the records, the corporation shall have the burden of demonstrating that the restrictions proposed by the corporation were reasonable.