Effective: April 12, 2021
Latest Legislation: Senate Bill 276 - 133rd General Assembly
(A) Upon reasonable notice provided to the limited liability company, a member may inspect and copy during regular business hours, at a reasonable location specified by the limited liability company, any record maintained by the limited liability company, to the extent the information is material to the member's rights and duties under the operating agreement or this chapter.
(B) A limited liability company may charge a person that makes a demand under this section the reasonable costs of labor and materials for copying.
(C) A member or dissociated member may exercise rights under this section through an agent or, in the case of an individual under legal disability, a legal representative. Any restriction or condition imposed by the operating agreement or under division (E) of this section applies both to the agent or legal representative and the member or dissociated member.
(D) The rights under this section do not extend to an assignee who is not admitted as a member.
(E) In addition to any restriction or condition stated in its operating agreement, a limited liability company, as a matter within the ordinary course of its activities, may do either of the following:
(1) Impose reasonable restrictions and conditions on access to and use of information to be furnished under this section, including designating information confidential and imposing nondisclosure and safeguarding obligations on the recipient;
(2) Keep confidential from the members and any other persons, for such period of time as the limited liability company deems reasonable, any information that the limited liability company reasonably believes to be in the nature of trade secrets or other information the disclosure of which the limited liability company in good faith believes is not in the best interest of the limited liability company or could damage the limited liability company or its activities, or that the limited liability company is required by law or by agreement with a third party to keep confidential.
Structure Ohio Revised Code
Title 17 | Corporations-Partnerships
Chapter 1706 | Ohio Revised Limited Liability Company Act
Section 1706.01 | Limited Liability Company Definitions.
Section 1706.02 | The Revised Limited Liability Company Act.
Section 1706.03 | Knowledge and Notification of Facts.
Section 1706.04 | Separate Legal Entity.
Section 1706.05 | Scope of Authority of Limited Liability Company.
Section 1706.06 | Interpretation and Application of Revised Limited Liability Company Act.
Section 1706.061 | Authority of State Law Over Limited Liability Companies.
Section 1706.07 | Naming of Limited Liability Company.
Section 1706.08 | Limited Liability Company Operating Agreements.
Section 1706.081 | Enforcement of Operating Agreements.
Section 1706.082 | Operating Agreement Amendment, Provision of Rights, Obligations.
Section 1706.09 | Legal Agents of Limited Liability Companies.
Section 1706.16 | Articles of Organization.
Section 1706.161 | Amendments to Articles of Organization.
Section 1706.17 | Filed Records of a Limited Liability Company to Be Signed.
Section 1706.171 | Incomplete or Undelivered Records.
Section 1706.172 | Records Requirements.
Section 1706.173 | Certificates of Correction.
Section 1706.174 | Incorrect or Inaccurate Records - Penalty.
Section 1706.18 | Binding of Limited Liability Company.
Section 1706.19 | Statement of Authority, Amendments and Cancellation, Certificate of Dissolution.
Section 1706.20 | Statement of Denial.
Section 1706.26 | Liabilities of Limited Liability Company Members.
Section 1706.27 | Admission as a Member of a Limited Liability Company.
Section 1706.28 | Contributions of Members of a Limited Liability Company.
Section 1706.281 | Obligation to Make a Contribution.
Section 1706.29 | Distributions of Limited Liability Company.
Section 1706.30 | Direction and Oversight of a Limited Liability Company.
Section 1706.31 | Duties of a Member to a Limited Liablity Company and Other Members.
Section 1706.311 | Duties of a Manager to a Limited Liability Company and Its Members.
Section 1706.32 | Indemnification, Advancement, Reimbursement, and Insurance.
Section 1706.33 | Right of Members and Dissociated Members to Records.
Section 1706.331 | Reliance on Reports and Information.
Section 1706.332 | Power of Personal Representative of Deceased Member.
Section 1706.34 | Member's Membership Interest Is Personal Property and Assignable.
Section 1706.341 | Assignment of Limited Liability Company Interest.
Section 1706.342 | Charging Order Relating to Judgments.
Section 1706.41 | Wrongful Dissociation.
Section 1706.411 | Circumstances Causing Dissociation.
Section 1706.412 | Effect of Dissociation.
Section 1706.46 | Cancellation and Reinstatement.
Section 1706.47 | Dissolution.
Section 1706.471 | Effect of Dissolution.
Section 1706.472 | Winding Up of Limited Liability Company Activities.
Section 1706.473 | Claims Against Dissolved Limited Liability Company.
Section 1706.474 | Publication of Dissolution.
Section 1706.475 | Winding Up Payment to Creditors and Distribution of Surplus.
Section 1706.51 | Foreign Limited Liability Company Governing Law.
Section 1706.511 | Foreign Limited Liability Company Registration.
Section 1706.512 | Actions Not Constituting Transacting Business in Ohio.
Section 1706.513 | Complying Name for Registration.
Section 1706.514 | Cancellation of Registration With Secretary of State.
Section 1706.515 | Collection of Debts Without Registration Prohibited.
Section 1706.61 | Right of Derivative Action.
Section 1706.611 | Member Standing for Derivative Action.
Section 1706.612 | Written Demand Requirement.
Section 1706.613 | Stay of Derivative Action.
Section 1706.614 | Dismissal of Derivative Action.
Section 1706.615 | Discontinuance or Settlement.
Section 1706.616 | Payment of Expenses.
Section 1706.617 | Jurisdiction of Derivative Action Proceedings.
Section 1706.62 | Member Suit Against Other Members.
Section 1706.71 | Merger Authority, Conditions, and Conversion of Ownership Interests.
Section 1706.711 | Merger Approval, Amendment, or Abandonment.
Section 1706.712 | Merger Certificate and Effective Date.
Section 1706.713 | Merger Effect.
Section 1706.72 | Conversion to or From Llc Form.
Section 1706.721 | Conversion Approval, Amendment, or Abandonment.
Section 1706.722 | Conversion Certificate and Effective Date.
Section 1706.723 | Conversion Effect.
Section 1706.73 | Merger or Conversion Consent if Personal Liability Will Attach.
Section 1706.74 | Merger or Conversion Under Other Law.
Section 1706.76 | Separate Asset Series-Designation by Operating Agreement.
Section 1706.761 | Separate Asset Series-Limited Liability Statement.
Section 1706.762 | Separate Asset Series-How Assets Held.
Section 1706.763 | Separate Asset Series-Limited Liability Statement Effective.
Section 1706.764 | Separate Asset Series-Wrongful Dissociation From Series.
Section 1706.765 | Separate Asset Series-Circumstances Causing Dissociation From Series.
Section 1706.766 | Separate Asset Series-Effect of Dissociation.
Section 1706.767 | Separate Asset Series-Effect of Series Dissolution.
Section 1706.768 | Separate Asset Series-Events Causing Series Dissolution.
Section 1706.769 | Separate Asset Series-Activities and Proceedings After Dissolution.
Section 1706.7610 | Separate Asset Series-Responsibility to Wind Up Activities After Dissolution.
Section 1706.7611 | Separate Asset Series-Disposition of Claims After Dissolution.
Section 1706.7612 | Separate Asset Series-Notice of Dissolution and Limitation of Claims.
Section 1706.7613 | Separate Asset Series-Distribution of Funds Upon Wind Up.
Section 1706.81 | Effect on Federal Law.
Section 1706.82 | Llc May Act Outside the State.
Section 1706.83 | Chapter Applies to All Llcs on and After February 11, 2022.