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New Zealand law explained for everyone

Companies Act 1993

Enforcement - Inspection of records

178: Information for shareholders

You could also call this:

“Shareholders can request and receive company information”

If you own part of a company, you can ask the company for information it has. You need to write down what information you want and be clear about it. The company has 10 working days to do one of these things: give you the information, agree to give it to you later, ask you to pay a fair amount for the information, or say no and tell you why.

The company can say no if sharing the information might hurt the company’s business or someone else’s business, or if they think you’re just asking to be annoying. If the company wants you to pay for the information, you can change your mind about wanting it. Or, you can tell them you’ll pay or that you think the price is too high.

If you think the company is taking too long to give you the information or charging too much, you can ask a court to help. The court can tell the company to give you the information sooner or for less money.

If you think the company doesn’t have a good reason to say no to your request, you can also ask a court for help. The court can make the company give you the information if they agree with you. When the court does this, they might say how you can use the information and who you can share it with.

In all of these cases where you go to court, the court can decide who should pay for the court costs.

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View the original legislation for this page at https://legislation.govt.nz/act/public/1986/0120/latest/link.aspx?id=DLM320841.

Topics:
Business > Industry rules
Business > Fair trading
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177: Ratification of certain actions of directors, or

“Shareholders can approve directors' actions that were not originally authorised”

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179: Investigation of records, or

“How shareholders or creditors can request a court-approved examination of company records”

Part 9 Enforcement
Inspection of records

178Information for shareholders

  1. A shareholder may at any time make a written request to a company for information held by the company.

  2. The request must specify the information sought in sufficient detail to enable it to be identified.

  3. Within 10 working days of receiving a request under subsection (1), the company must either—

  4. provide the information; or
    1. agree to provide the information within a specified period; or
      1. agree to provide the information within a specified period if the shareholder pays a reasonable charge to the company (which must be specified and explained) to meet the cost of providing the information; or
        1. refuse to provide the information specifying the reasons for the refusal.

          1. Without limiting the reasons for which a company may refuse to provide information under this section, a company may refuse to provide information if—

          2. the disclosure of the information would or would be likely to prejudice the commercial position of the company; or
            1. the disclosure of the information would or would be likely to prejudice the commercial position of any other person, whether or not that person supplied the information to the company; or
              1. the request for the information is frivolous or vexatious.

                1. If the company requires the shareholder to pay a charge for the information, the shareholder may withdraw the request, and is deemed to have done so unless, within 10 working days of receiving notification of the charge, the shareholder informs the company—

                2. that the shareholder will pay the charge; or
                  1. that the shareholder considers the charge to be unreasonable.

                    1. The court may, on the application of a person who has made a request for information, if it is satisfied that—

                    2. the period specified for providing the information is unreasonable; or
                      1. the charge set by the company is unreasonable,—
                          1. as the case may be, make an order requiring the company to supply the information within such time or on payment of such charge as the court thinks fit.

                        1. The court may, on the application of a person who has made a request for information, if it is satisfied that—

                        2. the company does not have sufficient reason to refuse to supply the information; or
                          1. the company has sufficient reason to refuse to supply the information but that other reasons exist that outweigh the refusal,—
                              1. make an order requiring the company to supply the information.

                            1. Where the court makes an order under subsection (7), it may specify the use that may be made of the information and the persons to whom it may be disclosed.

                            2. On an application for an order under this section, the court may make such order for the payment of costs as it thinks fit.