Understand the importance of statutory registers for companies under the Companies Act, 2013. Learn about the various registers like Register of Members, Debenture Holders, Significant Beneficial Owner, Directors, Contracts, and more. Ensure compliance to avoid penalties and legal repercussions.
Every company is required to maintain statutory registers, which must be kept at the registered office of the company in paper or electronic form, in accordance with the Companies Act, 2013, and the rules established thereunder.
Failure to maintain a statutory register is punishable by a fine of at least Rs. 1 lakh and up to Rs. 10 lakh. In addition, the company’s officers may be subject to a fine of up to one lakh rupees or a term of imprisonment that may not be less than 25 thousand rupees. Therefore, maintaining a statutory register is crucial for each private limited business, limited company, or one-person corporation that was founded in India. We will now learn about the list of statutory registers required by the 2013 Companies Act.
REGISTERS TO BE MAINTAINED BY EVERY COMPANY
S. No.(1) |
Name of the
|
Format(3) |
Section and
|
Time period(5) |
Place of Keeping(6) |
Preservation(7) |
(1) |
Register of Members and Index of Members |
MGT-1 |
Section 88(1) and (2) and Rule 3, 5, 6, 14 and 15 of the Companies (Management and Administration) Rules, 2014 |
Entries in register shall be made within 7 days of approval of allotment of shares by board or committee |
Registered office or any other place within the city, town, village where the registered office situated OR if approved by Special Resolution and intimation given to the Registrar of Companies, at the place where 1/10th members reside |
Permanently/ Life-time |
(2) |
Register of Debenture holders and Index of Members |
MGT-2 |
Section 88(1) and Rule 4, 14 and 15 of the Companies (Management and Administration) Rules, 2014 |
Entries in register shall be made within 7 days of approval of allotment of debentures by board or committee |
Registered office or any other place within the city, town, village where the registered office situated OR if approved by Special Resolution and intimation given to the Registrar of Companies, at the place where 1/10th members reside |
8 Years from the date ofredemption of debentures/ securities |
(3) |
Foreign Register of Members/ Debentures/ Security holders |
MGT-1 or
|
Section 88 and Rule 7, 14 and 15 of the Companies (Management and Administration) Rules, 2014 |
Entries in register shall be made within 7 days of approval of allotment of Shares/ Debentures or other security by board or committee |
Desired place out or inside India but a copy shall be kept at the registered office |
(i) In Case of Members-Permanently/ Life-time(ii) In Case of Debentures/ other securities-8 Years from the date of redemption of debentures/ securities |
(4) |
Declaration by the beneficial owner who holds or acquires beneficial interest in shares but whose name is not entered in the register of members |
MGT-4-Declaration
|
Section 89 (2) (3) and Rule 9(2) of the Companies (Management and Adminis- tration) Rules, 2014 |
To be entered forthwith and return shall be filed within 30 days of receipt of declaration |
Registered office of the company |
Not Specified |
(5) |
Register of Significant Beneficial Owner |
BEN -3 |
Section 90 of the Companies Act, 2013 |
To be entered forth with |
Registered office of the company |
Not Specified |
(6) |
Register of Renewed and Duplicate Share Certificate |
SH-2 |
Section 46 (3) and Rule 6 of the Companies (Share Capital and Debentures) Rules, 2014 |
To be entered forthwith |
Registered office or where register of members is kept |
Permanently/ Life-time |
(7) |
Register of Sweat Equity Shares |
SH-3 |
Section 54 and Rule 8(14) of the Companies (Share Capital and Debentures) Rules, 2014 |
To be entered forthwith |
Registered office of the company or where Board decide |
Not Specified |
(8) |
Register of Employee Stock Options |
SH-6 |
Section 62 and Rule 12 (Companies (Share Capital and Debentures Rules, 2014) |
To be entered forthwith |
Registered office of the company or where Board decide |
Not Specified |
(9) |
Register of Shares or Securities Bought Back |
SH-10 |
Section 68 and Rule 17 (12) of the Companies (Share Capital and Debentures) Rules, 2014 |
Not Specified |
Registered office of the Company |
Not Specified |
(10) |
Register of Charges |
CHG-7 |
Section 85 and Rule 10 of the Companies (Registration of Charges) Rules, 2014 |
Entries shall be made forthwith after Creation/ Modification/ Satisfaction of Charge |
Registered office of the Company |
Permanently |
(11) |
Register of Directors and Key Managerial Personnel andtheir Shareholding |
As per Rules |
Section 170(1) and 171 and Rule 17 of the Companies (Appointment and Qualification of Directors) Rules, 2014 |
Not Specified but advisable to enter forthwith |
Registered office of the Company |
Not Specified |
(12) |
Register of Contracts or Arrangements in which Directors are interested |
MBP-4 |
Section 189 and Rule 16 of the Companies (Meeting of Board and its Powers) Rules, 2014 |
As soon as event occurred |
Registered office of the Company |
Permanently |
(13) |
Register of Loans/ Guarantee/ Security and Acquisition by Company |
MBP-2 |
Section 186 and Rule 12 of the Companies (Meeting of Board and its Powers) Rules, 2014 |
Entries in register shall be made within 7 days of making such loan or giving loan or providing security |
Registered office of the Company |
Permanently |
(14) |
Register of Investments not held in its own name |
MBP-3 |
Section 187 and Rule 14 of the Companies (Meeting of Board and its Powers) Rules, 2014 |
Not Specified |
Registered office of the Company |
Permanently |
(15) |
Register of deposits |
Not Specified |
Section 73 and Rule 14 of the Companies (Acceptance of Deposits) Rules, 2014 |
Within 7 days from the date of issuance of receipt |
Registered office of the Company |
Preserved for a period of not less than 8 Years from the Financial Year in which latest entry is enclosed |
(16) |
Register of transfer/trans- mission of Equity shares, preference shares, debentures |
Not Specified |
Section 88 |
Entries in register shall be made within 7 days of transfer/ transmission |
Registered office of the Company |
Permanently/ Life-time |
(17) |
Register of beneficial owners |
Not Specified |
Section 88(3) |
Not Specified |
Registered office of the Company |
Permanently/ Life-time |
(18) |
Contract of employment with the Managing Director/ Whole time Director (not applicable to Private company) |
Not Specified |
Section 190 |
Not Specified |
Registered office of the Company |
Not Specified |
DOCUMENTS/RETURNS TO BE MAINTAINED BY EVERY COMPANY
Note: Although the Companies Act of 2013 mandates the maintenance of numerous registers, a company is only obligated to keep track of the statutory registers that apply to their particular operations and transactions. As we can see, there is no penalty for failing to maintain a optional register apart from statutory registers, but businesses are constantly urged to adhere to sound corporate governance principles and to maintain their records as required.
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