The Limited Liability Company Act provides that
A member may: (A) At the member's own expense, inspect and copy any limited liability company record upon reasonable request during ordinary business hours; (B) Obtain from time to time upon reasonable demand: (i) True and complete information regarding the state of the business and financial condition of the limited liability company; (ii) Promptly after becoming available, a copy of the limited liability company's federal, state, and local income tax returns, if any, for each year; and (iii) Other information regarding the affairs of the limited liability company as is just and reasonable.
O.C.G.A. § 14-11-313(2). The code section further provides a judicial remedy for when the LLC refuses to cooperate with a request to inspect records and books:
If the limited liability company refuses to permit the inspection authorized by paragraph (2) of this Code section, the member demanding inspection may apply to the superior court for the county in which the registered office of the limited liability company is located, upon such notice as the court may require, for an order directing the limited liability company to show cause why an order permitting such inspection by the applicant should not be granted.
O.C.G.A. § 14-11-313(3).
The Court of Appeals reiterated this past week that a "member" means a "person who has been admitted to a limited liability company as a member as provided in Code Section 14-11-505 and who has not ceased to be a member as provided in Code Section 14-11-601 or 14-11-601.1." Ridgewalk Holdings, LLC v. Atlanta Apartment Investment Corp., A20A1968, A20A1969, 2021 WL 824710 at *3 (Ga. Ct. App. 2021). This ruling clarifies that only a member in good standing may request an inspection of the books and records of the LLC. If there is any question of fact as to whether or not a person is a member then the inspection under that code section is not permissible. In Ridgewalk Holdings, the Court affirmed the trial court's rejection of a request where there was a question of fact as to whether the member had assigned away its interest in the LLC. However, the request for inspection had to be denied because this very fact had not been decided in the same litigation.