Nonprofit Corporation Member Books and Records Inspection in Wisconsin
At a glance
| Eligible member and corporation | Member of a Chapter 181 nonstock corporation (§ 181.1602(1)–(2)) |
|---|---|
| Routine records | Current articles/bylaws, member-rights resolutions, 3 years of member minutes/actions, current director/officer list (§§ 181.1601(5), .1602(1)) |
| Purpose-conditioned records | Other permanent-action record excerpts only, subject to good-faith proper-purpose test; current subsection (2) lists only item (a) (§ 181.1602(2)–(3)) |
| Demand form and notice | Principal-office tier: written notice or demand; other excerpts: written notice; both at least 5 business days before inspection (§ 181.1602(1)–(2)) |
| Purpose, tenure, and connection | Other-action excerpts: good faith, proper purpose, particular description of purpose and records, direct connection; no tenure threshold in § 181.1602 (§ 181.1602(3)) |
| Place, representatives, and delivery | Corporation specifies reasonable time and location; agent or attorney has same rights; reasonable photographic or other copies (§§ 181.1602(1)–(2), .1603(1)–(2)) |
| Copies, conversion, and cost | Records convertible to writing in reasonable time; copy charge for labor/material capped by estimated production or reproduction cost (§§ 181.1601(4), .1603(3)) |
| Member list and confidentiality | Meeting list inspectable for meeting communication; copying on written demand subject to purpose and use limits; § 181.1603(4) cites a missing § 181.1602(2)(c) (§§ 181.0720(2), .1603(4), .1605) |
| Financial statements | Written member demand for latest annual balance sheet/operations statement, with CPA report or officer accounting statement (§ 181.1620(1)–(2)) |
| Court remedy and special rules | Circuit court of principal-office county or registered-office county; summary core/meeting-list order, expedited other-record order, conditional costs and use limits; current § 181.1602(2) contains only (a) (§§ 181.0720(4), .1604) |
Requirements one by one
The two inspection routes
Wisconsin’s Chapter 181 gives a member a five-business-day written notice or demand route for the records kept at the principal office under § 181.1601(5): current articles and bylaws, member-rights resolutions, three years of member minutes and approved actions, and current directors’ and officers’ names and addresses. The corporation specifies a reasonable time and location. A member’s agent or attorney has the same inspection and copying rights.
Section 181.1602(2) covers excerpts from other permanent member, director, or committee action records. The member gives written notice at least five business days ahead and must show good faith, a proper purpose, a reasonably particular description of purpose and records, and a direct connection. The current text of subsection (2) lists only item (a). Although § 181.1601 also requires accounting and membership records, that recordkeeping rule does not by itself add them to subsection (2)’s current inspection list.
Copies, lists, and financial statements
Reasonable photographic or other copies are included; a corporation may charge labor and materials up to its estimated production or reproduction cost. Records must be capable of conversion to writing within a reasonable time.
For a meeting, § 181.0720 makes the member list available to any member for communication with other members about the meeting, beginning two business days after notice and continuing through the meeting. A written demand allows inspection and, subject to the purpose and list-use limits, copying at the member’s expense. Section 181.1605 restricts unrelated, commercial, and sale or purchase uses without board consent.
On written demand, § 181.1620 separately requires the latest annual financial statements, including a year-end balance sheet and operations statement. A certified public accountant’s report accompanies statements reviewed by that accountant; otherwise the responsible officer or accounting custodian supplies the specified preparation statement.
Refusal and court order
The circuit court in the county of the principal office, or the registered office if there is no Wisconsin principal office, may summarily order core-record inspection at corporate expense. It handles a qualifying refusal of other records on an expedited basis. If it orders inspection, the corporation pays the member’s costs and reasonable attorney fees unless it proves a good-faith reasonable basis to doubt the right; the court may restrict use or distribution. Section 181.0720 has a separate summary remedy for the meeting list and permits postponing the meeting.
What trips people up
Section 181.1603(4) still refers to a demand under § 181.1602(2)(c) and offers a recently compiled member list as the response. The current § 181.1602(2) has no item (c). The cross-reference does not supply missing language. The meeting-list route in § 181.0720 remains express.
Statutes and sources
- Wis. Stat. § 181.1601: Wisconsin Legislature, accessed 2026-10-02.
- Wis. Stat. § 181.1602: Wisconsin Legislature, accessed 2026-10-02.
- Wis. Stat. § 181.1603: Wisconsin Legislature, accessed 2026-10-02.
- Wis. Stat. § 181.1604: Wisconsin Legislature, accessed 2026-10-02.
- Wis. Stat. § 181.1605: Wisconsin Legislature, accessed 2026-10-02.
- Wis. Stat. § 181.1620: Wisconsin Legislature, accessed 2026-10-02.
- Wis. Stat. § 181.0720: Wisconsin Legislature, accessed 2026-10-02.
Source links
Every statute quoted above, linked, with the date we checked it.
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