Utah § 10a-1602 - Inspection of records by shareholders and directors.
Full text of Utah Utah Code § 10a-1602 — Inspection of records by shareholders and directors., with citation guidance and answers to common questions.
§ 10a-1602. Inspection of records by shareholders and directors.
Effective 5/7/2025 16-10a-1602.
Inspection of records by shareholders and directors.
(1)
A shareholder or director of a corporation is entitled to inspect and copy, during regular business hours at the corporation's principal office, any of the records of the corporation described in Subsection 16-10a-1601(5) if the shareholder or director gives the corporation written notice of the demand at least five business days before the date on which the shareholder or director wishes to inspect and copy.
(2)
In addition to the rights set forth in Subsection (1), a shareholder or director of a corporation is entitled to inspect and copy, during regular business hours at a reasonable location specified by the corporation, any of the following records of the corporation if the shareholder or director meets the requirements of Subsection (3) and gives the corporation written notice of the demand at least five business days before the date on which the shareholder or director wishes to inspect and copy:
(a)
excerpts from:
(i)
minutes of any meeting, records of any action taken by the board of directors, or by a committee of the board of directors while acting on behalf of the corporation in place of the board of directors;
(ii)
minutes of any meeting of the shareholders;
(iii)
records of any action taken by the shareholders without a meeting; and
(iv)
waivers of notices of any meeting of the shareholders, of any meeting of the board of directors, or of any meeting of a committee of the board of directors;
(b)
accounting records of the corporation; and
(c)
the record of shareholders described in Subsection 16-10a-1601(3).
(3)
A shareholder or director is entitled to inspect and copy records as described in Subsection (2) only if:
(a)
the demand is made in good faith and for a proper purpose;
(b)
the shareholder or director describes with reasonable particularity the shareholder's or director's purpose and the records the shareholder or director desires to inspect; and
(c)
the records are directly connected with the shareholder's or director's purpose.
(4)
For purposes of this section:
(a)
"proper purpose" means a purpose reasonably related to the demanding shareholder's or director's interest as a shareholder or director; and
(b)
"shareholder" includes a beneficial owner whose shares are held in a voting trust and any other beneficial owner who establishes beneficial ownership.
(5)
The right of inspection granted by this section may not be abolished by a corporation's articles of incorporation or bylaws.
(6)
This section does not affect:
(a)
the right of a shareholder or director to inspect records under Section 16-10a-720 or, if the shareholder or director is in litigation with the corporation, to the same extent as any other litigant; or
(b)
the power of a court, independent of this chapter, to compel the production of corporate records for examination.
(7)
A shareholder or director may not use any information obtained through the inspection or copying of records permitted by Subsection (2) for any purposes other than those set forth in a demand made under Subsection (3).
Section 10a-1602 ("Inspection of records by shareholders and directors.") is part of the Utah Code, the codified statutory law of Utah. It sets out the legal rule or procedure described in the text above. Statutes are amended regularly, so always verify against the official source.
How do I cite Utah § 10a-1602?
A common citation format is "Utah Code § 10a-1602" (Utah). Legal writing may require the code abbreviation, section number, and year or edition. Match the style required by your court, professor, or publisher.
Is this the official text of Utah law?
No. This page is for research and education and may not include the most recent amendments. For official current law, check the Utah official source linked on this page or consult a licensed Utah attorney.
How does Utah § 10a-1602 apply to my situation?
Statutes are interpreted in context, and application depends on your specific facts. Only a licensed attorney in Utah can advise on how this section applies to you. Contact your state or local bar association for a referral.
