Section 9. (a) Each limited liability company shall keep at the office referred to in clause (1) of section five the following:
(1) a current list of the full name and last known address of each member and manager;
(2) a copy of the certificate of organization and all certificates of amendment thereto, together with executed copies of any powers of attorney pursuant to which any certificate has been executed;
(3) copies of the limited liability company's federal, state, and local income tax returns and reports, if any, for the three most recent years;
(4) copies of any then effective written operating agreements and of any financial statements of the limited liability company for the three most recent years; and
(5) unless contained in a written operating agreement, a writing setting out:
(i) the amount of cash and a description and statement of the agreed value of the other property or services contributed by each member and which each member has agreed to contribute;
(ii) the times at which or events on the happening of which any additional contributions agreed to be made by each member are to be made;
(iii) any right of a member to receive, or of a manager to make, distributions to a member; and
(iv) any events upon the happening of which the limited liability company is to be dissolved and its affairs wound up.
(b) Records kept under this section shall be subject to inspection and copying at the reasonable request and at the expense of any member or manager during ordinary business hours.
(c) The current list of names and addresses of the members shall be made available to the state secretary within five business days of receipt of a written request by said state secretary or by the director of the securities division of the state secretary's office stating that such information is required in connection with an investigatory or enforcement proceeding.
Structure Massachusetts General Laws
Part I - Administration of the Government
Chapter 156c - Limited Liability Company Act
Section 3 - Name of Limited Liability Company
Section 4 - Reservation of Exclusive Right to Name
Section 5 - Office and Agent for Service of Process in Commonwealth
Section 7 - Transaction of Business Between Member or Manager and Limited Liability Company
Section 8 - Indemnification of Member or Manager
Section 9 - Records and Documents
Section 10 - Furnishing of Documents and Information to Members and Managers
Section 11 - Reliance on Records and Documents
Section 12 - Certificate of Organization
Section 13 - Amendment of Certificate of Organization
Section 14 - Cancellation of Certificate of Organization
Section 15 - Execution of Certificate by Authorized Person
Section 16 - Failure or Refusal to Execute Certificate
Section 17 - Filing of Certificate With State Secretary
Section 18 - Filing of Certificate as Notice
Section 19 - Restated Certificates of Organization
Section 20 - Admission as Member of Limited Liability Company
Section 21 - Rights, Powers and Duties of Classes or Groups of Members
Section 22 - Debts, Obligations and Liabilities of Limited Liability Company
Section 23 - Designation of Manager
Section 24 - Management of Limited Liability Company
Section 25 - Manager's Membership in Company
Section 26 - Relative Rights, Duties and Powers of Classes or Groups of Managers
Section 27 - Contributions of Members
Section 28 - Members' Obligations to Limited Liability Company
Section 29 - Allocation of Profits and Losses
Section 30 - Distributions of Cash or Other Assets
Section 31 - Entitlement to Distributions
Section 32 - Distribution to Resigning Member
Section 33 - Form of Distribution on Demand; Acceptance of Distribution of Assets
Section 34 - Entitlement to Creditor Remedies
Section 35 - Liability for Distribution in Excess of Terms of Operating Agreement
Section 36 - Resignation of Member
Section 37 - Resignation of Manager
Section 38 - Personal Property
Section 39 - Assignment of Interest
Section 40 - Judgment Against Member Payable With Interest in Limited Liability Company
Section 41 - Membership of Assignee
Section 42 - Death or Incompetence of Member
Section 43 - Dissolution of Limited Liability Company
Section 44 - Court-Decreed Dissolution
Section 45 - Winding Up Affairs of Dissolved Limited Liability Company
Section 46 - Distribution of Assets of Limited Liability Company Following Dissolution
Section 47 - Laws Applicable to Foreign Limited Liability Company
Section 48 - Registration of Foreign Limited Liability Company
Section 49 - Duties of State Secretary With Respect to Foreign Limited Liability Companies
Section 50 - Name of Foreign Limited Liability Company
Section 51 - Resident Agent for Service of Process on Foreign Limited Liability Company
Section 53 - Cancellation of Registration of Foreign Limited Liability Company
Section 54 - Failure to Register; Penalty; Service of Process
Section 55 - Suits by or Against Limited Liability Company
Section 56 - Suits on Behalf of Limited Liability Company
Section 57 - Court Orders on Termination of Derivative Suit
Section 58 - Lack of Authority to Sue
Section 59 - Consolidation or Merger
Section 60 - Approval of Consolidation or Merger; Objection; Termination or Amendment
Section 61 - Certificate of Consolidation or Merger
Section 63 - Duties and Liabilities of Members and Managers
Section 64 - Reorganization of Limited Liability Company
Section 65 - Liability Insurance
Section 66 - Recordable Instruments Affecting Real Property Binding on Limited Liability Company
Section 67 - Certification of Authority to Act for Limited Liability Company
Section 69 - Conversion of Business Entity to Limited Liability Company
Section 70 - Administrative Dissolution; Notice; Wind Up and Liquidation of Affairs