§ 7-116-104 — Court-ordered inspection of corporate records

(1) If a
corporation refuses to allow a shareholder, or the shareholder's agent or attorney,
who complies with section 7-116-102 (1) to inspect or copy any records that the
shareholder is entitled to inspect or copy by said section, the district court for the
county in this state in which the street address of the corporation's principal office
is located or, if the corporation has no principal office in this state, the district court
for the county in which the street address of its registered agent is located or, if the
corporation has no registered agent, the district court for the city and county of
Denver may, on application of the shareholder, summarily order the inspection or
copying of the records demanded at the corporation's expense.

(2) If a corporation refuses to allow a shareholder, or the shareholder's agent
or attorney, who complies with section 7-116-102 (2) and (3) to inspect or copy any
records that the shareholder is entitled to inspect or copy by section 7-116-102 (2)
and (3) within a reasonable time following the shareholder's demand, the district
court for the county in this state in which the street address of the corporation's
principal office is located or, if the corporation has no principal office in this state,
the district court for the county in which the street address of its registered agent
is located or, if the corporation has no registered agent, the district court for the
city and county of Denver may, on application of the shareholder, summarily order
the inspection or copying of the records demanded.

(3) If a court orders inspection or copying of the records demanded, unless
the corporation proves that it refused inspection or copying in good faith because it
had a reasonable basis for doubt about the right of the shareholder or the
shareholder's agent or attorney to inspect or copy the records demanded:

(a) The court shall also order the corporation to pay the shareholder's costs,
including reasonable counsel fees, incurred to obtain the order;

(b) The court may order the corporation to pay the shareholder for any
damages the shareholder incurred;

(c) If inspection or copying is ordered pursuant to subsection (2) of this
section, the court may order the corporation to pay the shareholder's inspection and
copying expenses; and

(d) The court may grant the shareholder any other remedy provided by law.

(4) If a court orders inspection or copying of records demanded, it may
impose reasonable restrictions on the use or distribution of the records by the
demanding shareholder.

Legislative History

Source: L. 93: Entire article added, p. 846, � 1, effective July 1, 1994. L. 96: (1) and (2) amended, p. 1327, � 48, effective June 1. L. 2003: (1) and (2) amended, p. 2331, � 275, effective July 1, 2004.