Nonprofit Corporation Member Books and Records Inspection in District of Columbia

At a glance

Records and demand

D.C. Code § 29-413.01(e) requires current governing documents, three years of action records and general member communications, current director and officer names, and the latest biennial report at the principal office. Under § 29-413.02(a), a member may inspect and copy these during regular hours after delivering a signed notice in record form at least five business days before the desired date.

Section 29-413.02(b) separately covers other action excerpts, accounting records, and the membership list. It uses the same five-business-day signed notice, but subsection (c) requires good faith, a proper purpose, a reasonably particular description of the purpose and records, and a direct connection. The corporation specifies a reasonable location for this tier. Articles and bylaws may not abolish or limit the statutory right.

Copies, lists, and statements

Section 29-413.03 lets an agent or attorney exercise the member's rights. Reasonable copies may be transmitted electronically if available and requested; the charge cannot exceed estimated production, reproduction, or transmission cost. For the member record, the corporation may instead supply a list compiled no earlier than the demand at its own expense.

Section 29-413.07 restricts membership-list use without board consent, including commercial use and sale. For a meeting list, § 29-405.20(f) lets the corporation elect a different route in the meeting notice: after a proper-purpose demand, it must offer a reasonable alternative method within ten business days. The alternative must accomplish the stated purpose reasonably and promptly.

On a demand in record form, § 29-413.20 requires the latest annual financial statements, including a year-end balance sheet and statement of operations. The accountant's report accompanies audited statements; otherwise an officer or accounting-responsible person's explanatory statement accompanies them. A reasonable copying charge is allowed.

What trips people up

The simple five-day route covers the records in § 29-413.01(e). The separate § 29-413.02(b) route adds a proper-purpose test. A member seeking a meeting list should also check the alternative procedure in § 29-405.20(f).

Common questions

Can governing documents eliminate inspection? No. Section 29-413.02(d) prevents the articles or bylaws from abolishing or limiting this right.

What if the corporation refuses? Under § 29-413.04, the Superior Court may summarily order core-record access at corporate expense or expedite an application for other records. If it orders access, it also orders the member's costs and reasonable attorneys' fees unless the corporation proves good-faith refusal based on reasonable doubt about the right; the court may restrict later use or distribution.

Statutes and sources

• § 29-413.01: “(a) A nonprofit corporation shall keep as permanent records minutes of all meetings of its memb…” Official D.C. Code, accessed 2026-10-02.
• § 29-413.02: “(a) Subject to § 29-413.07, a member of a nonprofit corporation shall be entitled to inspect an…” Official D.C. Code, accessed 2026-10-02.
• § 29-413.03: “(a) A member’s agent or attorney shall have the same inspection and copying rights as the membe…” Official D.C. Code, accessed 2026-10-02.
• § 29-413.04: “(a) If a nonprofit corporation does not allow a member who complies with § 29-413.02(a) to insp…” Official D.C. Code, accessed 2026-10-02.
• § 29-413.07: “(a) Without consent of the board of directors, a membership list or any part thereof shall not…” Official D.C. Code, accessed 2026-10-02.
• § 29-413.20: “(a) Upon a demand in the form of a record from a member, a nonprofit corporation shall furnish…” Official D.C. Code, accessed 2026-10-02.
• § 29-405.20: “(a) After fixing a record date for a meeting, a membership corporation shall prepare an alphabe…” Official D.C. Code, accessed 2026-10-02.