§ 6023 — Books and records; right of inspection, prima facie evidence

§ 6023. Books and records; right of inspection, prima facie evidence.\n1. Each corporation shall keep correct and complete books and records of\naccount and shall keep minutes of the proceedings of its stockholders,\nboard and executive committee, if any, and shall keep at the office of\nthe corporation in this state or at the office of its transfer agent or\nregistrar in this state, a record containing the names and addresses of\nall stockholders, the number and class of shares held by each and the\ndates when they respectively became the owners of record thereof. Any of\nthe foregoing minutes or records may be in written form or in any other\nform capable of being converted into written form within a reasonable\ntime.\n 2. Any person who shall have been a stockholder of record of a\ncorporation for at least six months immediately preceding his demand, or\nany person holding, or thereunto authorized in writing by the holders\nof, at least five percent of any class of the outstanding shares, upon\nat least five days' written demand shall have the right to examine in\nperson or by agent or attorney, during usual business hours, its minutes\nof the proceedings of its stockholders and record of stockholders and to\nmake extracts therefrom. If an investment company has failed to pay\nwages as defined in subdivision two of section six thousand twenty-nine,\nany person to whom a stockholder may be liable thereunder upon at least\nfive days' written demand shall have the right to examine in person or\nby agent or attorney during usual business hours, the record of\nstockholders and to make extracts therefrom.\n 3. An inspection authorized by subdivision two may be denied to such\nstockholder or other person upon his refusal to furnish to the\ncorporation, its transfer agent or registrar an affidavit that such\ninspection is not desired for a purpose which is in the interest of a\nbusiness or object other than the business of the corporation and that\nhe has not within five years sold or offered for sale any list of\nstockholders of any corporation of any type or kind, whether or not\nformed under any law of this state, or aided or abetted any person in\nprocuring any such record of stockholders for any such purpose. The\nenforcement of liability of an investment company under section six\nthousand twenty-nine shall not be an object other than the business of\nthe corporation.\n 4. Upon refusal by the corporation or by an officer or agent of the\ncorporation to permit an inspection of the minutes of the proceedings of\nits stockholders or the record of stockholders as herein provided, the\nperson making the demand for inspection may apply to the supreme court\nin the judicial district where the office of the corporation is located,\nupon such notice as the court may direct, for an order directing the\ncorporation, its officer or agent to show cause why an order should not\nbe granted permitting such inspection by the applicant. Upon the return\nday of the order to show cause, the court shall hear the parties\nsummarily, by affidavit or otherwise, and if it appears that the\napplicant is qualified and entitled to such inspection, the court shall\ngrant an order compelling such inspection and awarding such further\nrelief as to the court may seem just and proper.\n 5. Nothing in this section contained shall impair the power of courts\nto compel the production for examination of the books and records of a\ncorporation when not inconsistent with any other provision of this\nchapter.\n 6. The minutes of the proceedings of stockholders, record of\nstockholders and the books and records of account of the corporation\nspecified in subdivision one shall be prima facie evidence of the facts\ntherein stated in favor of the plaintiff in any action or special\nproceeding against such corporation or any of its officers, directors or\nstockholders.\n