Partner Right to Inspect Company Records in Saudi Arabia (LLC)

You own 30% of a distribution company but do not work in it. You notice transport costs doubled this year, so you ask the manager for the contracts and invoices. His reply: "You will receive the financial statements before the general assembly, and that is all you are entitled to." This reply is wrong. The law gives you a separate right to inspect the company's records, and it gives the manager a deadline to respond.

The short answer: a partner who does not manage a Saudi limited liability company (LLC), or a person he authorises, may inspect the company's business, records and documents at its head office twice in each financial year. The company must allow this within 15 days of the request, and any clause that says otherwise is void.

What can a non-manager partner inspect in a Saudi LLC?

Paragraph 3 of Article 171 of the Companies Law gives a partner who does not manage the company, or his authorised representative, the right to ask to review the company's business and to inspect its records and documents at the company's head office twice during the financial year. The company must respond within 15 days of the date of the request. Any clause in the articles of association or elsewhere that contradicts this is void.

Two other rules in the law support this. Article 21 gives partners the right to oversee the company's accounts. Article 17 requires the company to keep accounting records and the supporting documents that show its business, contracts and financial statements. So the documents you ask for are expected to exist and be kept.

But read the right as written: review and inspection at the company's premises, twice a year. The text does not require the company to email you copies of its whole archive, and it does not give you unlimited visits all year. That is why you need to use each visit well.

Are the financial statements before the assembly the same right?

No, it is a separate right. Article 167 requires the manager to give the partners the financial statements, a report on the company's activity and the auditor's report, if there is one, at least 21 days before the annual general assembly, and to file these documents as the regulations require. At the assembly, Article 169 gives you the right to discuss the agenda items and requires the manager to answer your questions. If you find the answer insufficient, you can refer the matter to the assembly.

These statements do not stay in the manager's drawer. Article 17 requires financial statements to be prepared at the end of each financial year under the accounting standards approved in the Kingdom and filed within six months of the year end. Article 5 of the Implementing Regulations requires filing with the Saudi Business Center through the electronic filing system for financial statements. If no statements were prepared at all, the problem is bigger than a refused inspection request.

So you have three tools: documents you receive before the assembly, questions you ask at it, and an inspection of records you can request at any time, within the two visits. A reply that "you are only entitled to the statements" confuses the first tool with the third.

How do I write an inspection request that cannot be ignored?

• State your capacity and percentage, and that you are a partner who does not manage the company.
• Rely expressly on paragraph 3 of Article 171.
• Specify the period and the subject, for example transport contracts, their invoices and delivery records from January to December 2025.
• Name the person who will accompany you or act for you, such as an accountant, and attach his authorisation.
• Suggest two visit dates within the 15-day period.
• Send the request in a way that proves the date it was received.

A specific request puts the other side in a difficult position if it refuses, and makes your position clear to the court later. A request that says "send me everything" gives the manager an excuse to delay.

Does confidentiality limit what the partner can do with the information?

Yes. Paragraph 4 of Article 171 requires anyone who obtains information under this right to keep it confidential, not to use it for any purpose that may harm the company or any partner, and to compensate any damage caused by breaching this. Publishing customer names or giving prices to a competitor may turn you from a person with a right into a person who owes compensation.

At the same time, confidentiality is not a reason to refuse. The manager can organise the visit, decide who attends and record what was reviewed. But he cannot stop a partner from inspecting by saying the information is confidential, because the text makes any contrary clause void.

A partner who owns 30% submits a written request on 3 March to inspect the 2025 transport contracts and invoices, with an authorisation for an accountant.

The company must allow him within 15 days of the date of the request, that is, by 18 March at the latest.

If he inspects the files at the company's premises and finds invoices missing for the last quarter, he still has a second visit in the same financial year. He should use it after identifying exactly what is missing.

What if the 15 days pass without a response?

Keep your request, proof of its date and any reply. You then have two routes, which you can use together: ask for the general assembly to be called, if you alone or with others hold 10% of the capital (Article 165), and file a claim at the Commercial Court to compel the company to allow inspection. If you fear specific documents may be destroyed, Article 36 of the Commercial Courts Law allows an urgent request to secure them. Keep a full record of the refusal. You may need it if the matter ends in a liability claim against the manager.

This is general information based on the official Arabic texts of Saudi laws, which prevail over any translation. It is not legal advice for your specific case.

Practical solutions for both sides

If you are the partner asking to inspect:

• Submit a specific written request based on Article 171(3), and keep proof of the date it was received.
• Take an accountant with a written authorisation. The text allows inspection by the person you authorise.
• Write down what you inspected and what was not given to you, in a record signed by both sides if possible.
• Keep the information to yourself and your adviser, and use it only to protect your rights.
• If refusal is repeated, ask for the assembly to be called or file a claim to compel inspection without delay.

If you are the manager:

• Record the date you received the request and count the 15 days from that day.
• Prepare the requested documents at the company's premises and set a date within the deadline.
• If a document does not exist or is held by another party, say so in writing instead of staying silent.
• Ask the partner and his accountant for a written confidentiality undertaking, as a reminder of Article 171(4), but do not make it a condition that blocks the right.
• Remember that a refusal may be used against you in any later dispute about your management.

If your request was refused, or you received a request and are not sure how to handle it, send us a copy of the request and the reply on WhatsApp, and we will suggest the wording and the next step.