Usually, yes.
The Short Answer: Usually Yes, but It Depends on the Facts
A member of a Florida limited liability company can often demand financial information from the company, and those information rights are set out in Fla. Stat. § 605.0410. Whether your specific demand is enforceable depends on the facts. The main facts are the type of entity, what your governing documents say, and what has already happened between the owners.
A suspicion that money was mishandled is not the same as a proven claim. The practical path runs in order. First, you find the rules that apply. Next, you make a clear written demand. Only after that do you consider a court or arbitration.
If you suspect money is missing or a co-owner keeps refusing to share the company's books, our team can talk through where you stand and what comes next. Talk it through with our team — we can walk you through how a situation like yours is usually handled and what your options are.
Where the Right to an Accounting Comes From
The right starts with your own business documents. An LLC’s operating agreement, a partnership agreement, or a corporation’s bylaws often set out information rights. Pull those documents first and read them closely.
Florida statutes fill the gaps. Under Fla. Stat. § 605.0410, a limited liability company must keep at its principal office or another location a current list of the full names and last known business, residence, or mailing addresses of each member and manager. It must also keep copies of its federal, state, and local income tax returns and reports, and copies of its financial statements, for the 3 most recent years, if any. In a member-managed LLC, a member may inspect and copy those records, on reasonable notice, during regular business hours at a reasonable location the company specifies. In a manager-managed LLC, the informational rights and duties stated in subsection (2) apply to the managers and not to the members, but a member may still inspect and copy the records described in subsection (1) during regular business hours.
For corporations, Fla. Stat. § 607.1602 lets a shareholder inspect accounting records. The shareholder must give written notice at least 5 business days ahead. It must describe with reasonable particularity your purpose and the records you want, and the records must be directly connected with that purpose. It must describe with reasonable particularity your purpose and the records you want, and the records must be directly connected with that purpose.
For partnerships, Fla. Stat. § 620.8403 gives partners access to the partnership’s books and records. The partnership must also share information about its business that a partner reasonably needs.
Governing documents can shape these rights, but they cannot wipe them out. A partnership agreement may not unreasonably restrict access to books and records (Fla. Stat. § 620.8103). An LLC operating agreement may impose reasonable limits on how information is used, but it may not unreasonably restrict the statutory duties (Fla. Stat. § 605.0105).
What an Accounting Typically Covers
An accounting request asks the business to show where the money went. In practice, that usually means bank statements and general ledger entries. It also means tax returns, records of distributions, and payments to owners or insiders. Expense reimbursements and records of loans or capital contributions belong on the list too.
Three requests often get mixed up. A simple request for information asks a question. A books-and-records demand asks to inspect specific records under the entity statute. A full accounting is a broader review of every account, and it is usually pursued through a lawsuit.
Keep your own records, too. Note every capital contribution you made, every loan you gave the business, and every distribution you received. These records show what needs to be reconciled and where the numbers do not match.
How to Put the Demand in Writing
Put the demand in writing and send it in a way you can prove. A written demand creates a record of what you asked for, when you asked, and how the other owner responded.
A solid demand usually names the following:
- The business name and your status as a member, partner, or shareholder.
- The specific records and the time periods you want.
- A reasonable deadline to respond.
Delivery matters, too. For an LLC, Fla. Stat. § 605.0117 lets a notice go to a member of a member-managed LLC or a manager of a manager-managed LLC, to the registered agent at the registered office in Florida, or to another Florida address that is in fact the principal office.
Keep copies of everything you send and receive. A demand letter can also be the first step toward a resolution. A lawyer can draft or review it so it tracks what the statute and your documents require.
If the Partner Stalls, Refuses or Produces Incomplete Records
Common responses include no answer at all, partial records, or a claim that the records do not exist. Each one calls for a clear next step, not a guess.
For LLCs, the circuit court in the county where the principal office is located may summarily order inspection and copying at the company’s expense (Fla. Stat. § 605.0411). If the court orders inspection, it must also order the company to pay reasonable attorney fees. The exception applies only if the company proves that it refused inspection in good faith because it had a reasonable basis to doubt your right to inspect.
Check the dispute clause early. Some agreements send disputes to arbitration first. Under Florida law, an agreement contained in a record to submit to arbitration any existing or subsequent controversy between the parties is valid, enforceable, and irrevocable, except upon a ground that exists at law or in equity for the revocation of a contract (Fla. Stat. § 682.02). The court decides whether an agreement to arbitrate exists or whether a controversy is subject to it. If a party challenges that in a judicial proceeding, the arbitration may continue pending the court’s final resolution of the issue, unless the court otherwise orders.
Timing matters. Under Florida law, the running of a statute of limitations is paused while an arbitration over the dispute is pending (Fla. Stat. § 95.051). Some owners also agree in writing to pause deadlines while they exchange information.
Related Problems That Often Come Up Alongside an Accounting Demand
A records dispute often overlaps with a bigger problem. Owners who cannot agree on decisions may end up in a deadlock that stops the business from moving forward.
Florida law lets a manager or member ask a court to dissolve an LLC in certain cases.
Money moved through the company or through personal accounts can also raise questions about who owes what. Our firm’s shareholder, partnership, LLC, and commercial litigation work covers these disputes.
Common Questions
Can an LLC member see the bank statements?
A member of a member-managed LLC may inspect and copy company records on reasonable notice. Those records include the core records listed in the statute.
Not sure what your next step is?
Talk it through with our team — we can walk you through how a situation like yours is usually handled and what your options are.
Talk With Our Team About Your Situation
If you suspect money is missing, or a co-owner keeps refusing to produce the company’s books, you do not have to work through the statutes alone. Call (305) 570-2208 or request a case evaluation to talk through your situation with our team.
This firm does not offer a free consultation, so please ask about fees when you call.
Eduardo A. Maura is the responsible lawyer for this page. Ayala Law PA’s only office is at 1646 W Snow Ave in Tampa. The firm represents businesses in Tampa, Hillsborough County, Brandon, Riverview, Plant City, Temple Terrace, and the Tampa Bay area, and its only office is in Tampa. The firm focuses on business litigation, commercial litigation, contract disputes, shareholder disputes, construction litigation, real estate litigation, and international trade litigation.
