LLC Member Books, Records, and Information Demands in Georgia
At a glance
| Governing law and requester | Georgia LLC Act § 14-11-313; inspection and information rights name a current member, subject to articles or written operating agreement (§§ 14-11-101, 14-11-313) |
|---|---|
| Records the LLC keeps | Principal office: current member/manager list, voting-rights records, articles/amendments, last 3 years' returns and available financial statements, written agreement/amendments (§ 14-11-313(1)) |
| Member access without demand | Member may inspect/copy any LLC record on reasonable request; business/financial, available tax-return, and just-and-reasonable affairs information follows reasonable demand (§ 14-11-313(2)) |
| Demand and inspection terms | Reasonable request for records during ordinary business hours; reasonable demand for broader information. § 14-11-313 states no prescribed writing, purpose recital, or advance-day count (§ 14-11-313(2)) |
| Managers and former members | § 14-11-313 names members, not a separate manager or former-member access path; a nonadmitted assignee does not obtain member rights merely by assignment (§§ 14-11-101, 14-11-313, 14-11-502(3)) |
| Response, copies and cost | Member bears inspection/copy expense; tax-return copies due promptly after availability on reasonable demand. § 14-11-313 sets no fixed reply or production day count (§ 14-11-313(2)) |
| Confidentiality and agreement | Articles or written agreement may change § 14-11-313 defaults; court may limit ordered inspection. Section states no separate confidentiality withholding test (§ 14-11-313, opening clause, (3)) |
| Court enforcement | Refused § 14-11-313(2) inspection: apply to superior court in registered-office county; summary show-cause hearing, LLC must establish no entitlement; court may limit access and grant just relief, costs and reasonable fees (§ 14-11-313(3)) |
| Scope and outcome limits | Statutory member access and refused-inspection procedure only; no resolution of disputed entitlement, valuation, discovery, fiduciary issue or particular order (§ 14-11-313) |
Requirements one by one
Records at the principal office
Georgia's default list includes a current member and manager roster, records showing relative member voting rights, articles and amendments, recent tax returns, a written operating agreement and amendments, and any financial statements for the three most recent years. The list is kept at the principal office unless the articles or a written operating agreement provide otherwise (§ 14-11-313(1)). The statute says “if any” for returns and financial statements; it does not itself require creating financial statements that do not exist.
Inspection and information requests
A member may inspect and copy any LLC record on reasonable request, during ordinary business hours, at that member's expense. The broader reasonable-demand right reaches true and complete business and financial information, tax-return copies promptly after they become available, and other affairs information that is just and reasonable (§ 14-11-313(2)).
Refusal and court procedure
After a refusal of inspection under paragraph (2), the member may apply to the superior court in the county of the LLC's registered office. The court sets notice and hears a show-cause application summarily. The LLC must establish that the applicant lacks entitlement; otherwise, the court orders inspection, may set limits, and may grant other relief it finds just and proper, including costs and reasonable attorneys' fees (§ 14-11-313(3)).
What trips people up
The records list covers what the LLC keeps at its principal office. The member's inspection right is broader: it reaches “any limited liability company record” on reasonable request (§ 14-11-313(1)-(2)). A tax return belongs in the retained three-year set if one exists, while the reasonable-demand clause separately addresses each year's return promptly after availability.
Common questions
Must a request recite a special purpose? Section 14-11-313(2) requires a reasonable request or demand but gives no prescribed purpose recital. Whether a particular request is reasonable depends on its facts.
Does a nonadmitted assignee receive member inspection rights? Assignment alone does not give an assignee a member's rights under § 14-11-502(3), and § 14-11-313(2) names a member as requester.
Is there a fixed response deadline? Section 14-11-313 sets no numbered reply period. It does say that a demanded tax-return copy is to be furnished promptly after the return becomes available.
Statutes and sources
- O.C.G.A. § 14-11-101: A member is a person admitted under § 14-11-505 who has not ceased membership under § 14-11-601 or § 14-11-601.1. Georgia Code publication (accessed 2026-09-26).
- O.C.G.A. § 14-11-313: “At the member’s own expense, inspect and copy any limited liability company record upon reasonable request during ordinary business hours.” Georgia Code publication (accessed 2026-09-26).
- O.C.G.A. § 14-11-502: An assignment alone does not give the assignee member rights before admission. Georgia Code publication (accessed 2026-09-26).
The Governor's signed 2026 code-revision act was checked for later Title 14 changes (accessed 2026-09-26).
Source links
Every statute quoted above, linked, with the date we checked it.
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