Corporate shareholders in general are afforded certain rights, both by statute and under common law, to inspect books and records of companies in which they own an equity interest. A cooperator's right of access to building documents therefore derives primarily from his or her legal status as a shareholder in the apartment corporation.
The statutory right of inspection is rather limited in scope insofar as it relates to only three kinds of documents: financial statements; shareholder lists; and minutes of shareholder (as opposed to board) meetings. Moreover, shareholders seeking access to any of these documents are required under the statute to meet certain threshold requirements.
Shareholders owning at least five percent of a company's stock, or those who have been stockholders of record for all least six months, irrespective of the extent of their equity interest in the company, have an absolute right, upon written request, to obtain the preceding fiscal year's financials, as well as the most recent interim financials to the extent that these have been distributed to the shareholders. Most co-op bylaws require that year-end financials be distributed to all shareholders as a matter of course within four months of the fiscal year end.
Shareholders meeting the same threshold eligibility requirements, or their authorized agents, have the right, upon written demand with five days notice, to inspect and make copies of the shareholder proceedings. Such an inspection, however, may be denied in the absence of a sworn statement that the review is desired only for purposes relating to the business of the corporation and that neither the shareholder nor his authorized agent has participated in the sale of a shareholder's list over the past five years.
Thus, if a board wishes to adopt a hard line towards a request for access to these documents, it should first check to see that the demand was actually initiated by a shareholder of record (as opposed to a non-owning spouse, relative, sub-tenant, etc.) and that the shareholder meets the threshold eligibility requirements.