A company incorporated in India is statutorily required to maintain certain registers and records to comply with the provisions of the Companies Act, 2013.
What are statutory registers?
A Company’s statutory registers contains information regarding specific records of its shareholders, directors, deposits, loan & guaranty, etc. and are kept at the registered office of the company. They also depict the company’s current position.
Why maintaining statutory records & registers is important?
To work effectively and adhere to the statutory requirements, it is necessary to maintain proper records and registers. Maintaining records ensures the smooth and systematic functioning of operations. To avoid huge penalties attracted due to non-maintenance of records, it is always advisable to maintain the registers.
Statutory Registers required to be maintained
- Register of Members: Every company is required to maintain registers, such as the register of members separately for equity & preference shares, register for debenture holders, and other security holders, concerning its members. In the case of companies without share capital, the register must-have details like Name, Address, PAN, CIN, occupation, date of commencement & cessation of membership, etc., of each member. Inspection of the register can be done by a member (no fee) or by a non-member (fee Rs. 50/- per inspection).
- Register of Directors & Key Managerial Person (KMP): Register of Directors & KMPs describing the Details of Directors such as Name, Address, PAN, etc. and their shareholding in the Company itself, and also in its Associate & Subsidiary Companies, etc. must be maintained. The Register can be inspected during Business Hours & members have the right to take extracts on request (without any fee) within 30 days of making the request and it shall be open for inspection in the AGM of the Company.
- Register of Charges: The register contains details of the charges registered with the registrar on assets, property, companies, along with particulars of property that was acquired and which was subject to charges. It must be maintained by a company in Form No. CHG-7. Also, the register must be permanently preserved at the company’s registered office.
- Register of Sweat Equity Shares: Register of Sweat Equity Shares is required to be maintained in format SH-3. These registers shall be kept at the Registered Office of the Company or any place approved by the Board.
- Register of Duplicate Share Certificates: Share certificates issued in exchange for certificates that are consolidated or sub-divided or in replacement of certificates which are mutilated; or in place of certificates which are destroyed or lost, particulars of such shares must be entered in a Register of Renewed and Duplicate Share Certificates. It is required to be maintained in the Form No SH.2 and to be kept at the company’s registered office.
- Register of Securities Bought Back: This includes:
- The details which are required to be included in the register are, Date of passing the special resolution to authorize the buy-back of securities, Date of approval by the board, Quantity & Price of shares or other securities authorized for buyback, Date of opening and closing of the buy-back offer, Date of completion of buy-back.
- The register must be maintained by a company in Form SH 10.
- Register of Deposits: A company is required to maintain the Register of Deposits containing the details of deposits, interest thereon, tenure, etc. These registers shall be kept at the Registered Office of the Company.
- Register of Employee Stock Option Plan (ESOP): A company must maintain the Register of Employee Stock Options in Form no. SH.6. The register must contain particulars of an option granted and it shall be kept at the Registered Office of the Company or any place approved by the Board.
- Register of Loan & Guarantee: The Register of Loan and Guarantee must contain the details of the guarantee given, Security provided, Acquisitions made in Format MBP-2. The members can ask for extract of the register for inspection for free of cost. They are required to be kept at the Registered Office of the Company.
Although there are various registers, other than the above mentioned, required to be maintained as per the provisions of the Companies Act, 2013, companies must maintain only those statutory registers which apply to them as per their business and operations.
Other Records to be maintained
- Minutes of the Board Meetings/ General Meeting/Committee Meeting held
- Notice and Agenda of the Board Meeting/Annual General Meeting/Extra-Ordinary General Meeting held
- Proof of sending notice of meetings held and its delivery
- Attendance Register of meetings held
- Special notices, if any, received by the company
- Consent and Resignation Letters received from the KMP/Auditors
- Forms duly filed with the Registrar of Companies
- Documents on which the common seal has been affixed
- Other documents, forms, certificates, etc. under the Companies Act, 2013
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