SB810,398,5
1(a) On reasonable notice, a member may inspect and copy during regular
2business hours, at a reasonable location specified by the company, any record
3maintained by the company regarding the company's activities, affairs, financial
4condition, and other circumstances, to the extent the information is material to the
5member's rights and duties under the operating agreement or this chapter.
SB810,398,66 (b) The company shall furnish to each member all of the following:
SB810,398,127 1. Without demand, any information concerning the company's activities,
8affairs, financial condition, and other circumstances which the company knows and
9is material to the proper exercise of the member's rights and duties under the
10operating agreement or this chapter, except to the extent the company can establish
11that it reasonably believes the member already knows or has notice of the
12information.
SB810,398,1613 2. On demand, any other information concerning the company's activities,
14affairs, financial condition, and other circumstances, except to the extent the
15demand or the information demanded is unreasonable or otherwise improper under
16the circumstances.
SB810,398,1817 (c) The duty to furnish information under par. (b) also applies to each member
18to the extent the member knows any of the information described in par. (b).
SB810,398,19 19(2) In a manager-managed limited liability company, the following rules apply:
SB810,398,2120 (a) The informational rights stated in sub. (1) and the duty stated in sub. (1)
21(c) apply to the managers and not the members.
SB810,398,2522 (b) During regular business hours and at a reasonable location specified by the
23company, a member may obtain from the company and inspect and copy information
24regarding the company's activities, affairs, financial condition, and other
25circumstances of the company as is reasonable if all of the following apply:
SB810,399,2
11. The member seeks the information for a purpose material to the member's
2interest as a member.
SB810,399,53 2. The member makes a demand in a record received by the company,
4describing with reasonable particularity the information sought and the purpose for
5seeking the information.
SB810,399,66 3. The information sought is directly connected to the member's purpose.
SB810,399,97 (c) Not later than 10 days after receiving a demand pursuant to par. (b) 2., the
8company shall inform, in a record, the member that made the demand of all of the
9following:
SB810,399,1110 1. What information the company will provide in response to the demand and
11when and where the company will provide the information.
SB810,399,1312 2. The company's reasons for declining, if the company declines to provide any
13demanded information.
SB810,399,1814 (d) Whenever this chapter or an operating agreement provides for a member
15to vote on or give or withhold consent to a matter, before the vote is cast or consent
16is given or withheld, the company shall, without demand, provide the member with
17all information that is known to the company and that is material to the member's
18decision.
SB810,399,22 19(3) Subject to sub. (8), on 10 days' demand made in a record received by a
20limited liability company, a person dissociated as a member may have access to the
21information to which the person was entitled while a member if all of the following
22apply:
SB810,399,2423 (a) The information pertains to the period during which the person was a
24member.
SB810,399,2525 (b) The person seeks the information in good faith.
SB810,400,1
1(c) The person satisfies the requirements imposed on a member by sub. (2) (b).
SB810,400,3 2(4) A limited liability company shall respond to a demand made pursuant to
3sub. (3) in the manner provided in sub. (2) (c).
SB810,400,6 4(5) A limited liability company may charge a person that makes a demand
5under this section the reasonable costs of copying, limited to the costs of labor and
6material.
SB810,400,11 7(6) A member or person dissociated as a member may exercise the rights under
8this section through an agent or, in the case of an individual under legal disability,
9a legal representative. Any restriction or condition imposed by the operating
10agreement or under sub. (8) applies both to the agent or legal representative and to
11the member or person dissociated as a member.
SB810,400,13 12(7) Subject to s. 183.0504, the rights under this section do not extend to a person
13as transferee.
SB810,400,20 14(8) In addition to any restriction or condition stated in its operating agreement,
15a limited liability company, as a matter within the ordinary course of its activities
16and affairs, may impose reasonable restrictions and conditions on access to and use
17of information to be furnished under this section, including designating information
18confidential and imposing nondisclosure and safeguarding obligations on the
19recipient. In a dispute concerning the reasonableness of a restriction under this
20subsection, the company has the burden of proving reasonableness.
SB810,400,2121 subchapter V
SB810,400,24 22TRANSFERABLE INTERESTS AND
23 RIGHTS OF TRANSFEREES
24 AND CREDITORS
SB810,401,2
1183.0501 Nature of transferable interest. A transferable interest is
2personal property.
SB810,401,4 3183.0502 Transfer of transferable interest. (1) Subject to s. 183.0503 (6),
4all of the following apply to a transfer, in whole or in part, of a transferable interest:
SB810,401,55 (a) It is permissible.