LLC Member Books, Records, and Information Demands in New Hampshire
At a glance
| Governing law and requester | New Hampshire Revised LLC Act RSA 304-C:55 gives members information rights and managers an examination right; retaining-interest former members have narrower § 304-C:99 access; transferees get economic rights without member powers unless admitted (§§ 304-C:55, :99(I), :123(II)–(III)). |
|---|---|
| Records the LLC keeps | § 304-C:55(I) lists obtainable business/internal-affairs, tax, member/manager, agreement/certificate/power, and contribution information; it does not make that an express kept-record list. Records may be digital if convertible to writing in reasonable time (§ 304-C:55(V)). |
| Member access without demand | Member obtains listed information on reasonable demand for membership-related purpose; tax returns promptly after available, and other just/reasonable information (§ 304-C:55(I)). |
| Demand and inspection terms | Member demand must be written and state purpose; reasonable standards may govern information, time, location and expense, set by agreement or manager, or members if no manager (§ 304-C:55(I)–(II), (VI)). |
| Managers and former members | Manager examines subsection I information for position-related purpose; former member retaining LLC interest inspects/copies at own expense information reasonably relevant to allocations/distributions, subject to reasonable LLC restrictions (§§ 304-C:55(III), :99(I)(a)). |
| Response, copies and cost | Annual tax returns promptly after available; other furnishing time/location/expense may be set by reasonable standards. Former member pays own inspection/copy expense. § 304-C:55 sets no general calendar response deadline (§§ 304-C:55(I)(b), (II), :99(I)(a)). |
| Confidentiality and agreement | Manager may withhold trade secrets, good-faith harmful information, and material confidential under law/third-party agreement for reasonable period; agreement/manager may set reasonable information standards (§ 304-C:55(II), (IV)). |
| Court enforcement | Former member retaining interest may invoke § 304-C:186 dispute route unless agreement says otherwise; default internal disputes use New Hampshire courts. § 304-C:55 states no special inspection petition clock/fee shift (§§ 304-C:99(I)(b), :186). |
| Scope and outcome limits | Purpose, reasonable standards, confidentiality and former-member allocation nexus require facts under §§ 304-C:55, :99; no discovery, valuation or specific outcome decided. |
Requirements one by one
Member information demand
RSA 304-C:55(I) lets a member seek information for a purpose reasonably related to membership, on reasonable demand. The categories include business and internal affairs, annual filed tax returns promptly after they become available, current member and manager contact information, written governing documents and signing powers, contributions and admission dates, and other information that is just and reasonable. This is a list of information obtainable; the section does not label every category a record that must be kept.
Written demand and manager examination
A member’s demand must be in writing and state its purpose (§ 304-C:55(VI)). Reasonable standards in the operating agreement, or set by the manager or members if no manager, can govern what information is furnished, when, where and at whose expense (§ 304-C:55(II)). A manager may examine the paragraph I information for a purpose reasonably related to the manager position (§ 304-C:55(III)).
Former-member access and confidentiality
A former member who retains all or part of an LLC interest may inspect and copy, at personal expense, information reasonably relevant to allocations and distributions on that interest, subject to reasonable company restrictions (§ 304-C:99(I)(a)). A transferee has economic rights but not ordinary member management powers unless admitted under the governing rules (§ 304-C:123(II)–(III)).
The manager may withhold trade secrets, information believed in good faith to be harmful to the company, or information confidential under law or third-party agreement for a period the manager considers reasonable (§ 304-C:55(IV)). Digital records are permitted if they can be converted to writing within a reasonable time (§ 304-C:55(V)).
Common questions
Can a former member take an access dispute to court? If the former member retains an interest, § 304-C:99(I)(b) allows that person to invoke the dispute resolution provisions of § 304-C:186 unless the operating agreement provides otherwise. Section 304-C:186 states New Hampshire court litigation as the default for internal member/manager disputes.
Must the LLC answer within a fixed number of days? Section 304-C:55 sets a writing-and-purpose demand rule and permits reasonable time standards, but does not set a general calendar response deadline; annual filed tax returns are due promptly after becoming available.
Statutes and sources
- RSA 304-C:55 — member/manager information, demand and confidentiality. Official New Hampshire General Court, accessed September 26, 2026.
- RSA 304-C:99 — retained-interest former-member access. Official New Hampshire General Court, accessed September 26, 2026.
- RSA 304-C:123 — transferee rights. Official New Hampshire General Court, accessed September 26, 2026.
- RSA 304-C:186 — default internal-dispute forum. Official New Hampshire General Court, accessed September 26, 2026.
Source links
Every statute quoted above, linked, with the date we checked it.
What does New Hampshire law mean for your facts?
You just read the general rule. Ask your own question and see which parts of current New Hampshire law apply to your situation, with citations you can check.
Opens in Ezel Pro.
- Starts from the statutes this survey is built on
- Cites every source it relies on, so you can verify it
- Chat, drafting and research in one workspace