Important Keywords: Statutory Registers, Companies Act 2013, Section 88, Register of Members, Register of Directors, Register of Charges, MCA compliance, stat company law registers, ROC compliance, statutory books, legal registers for companies.
Words: 5,987, Read time: 32 minutes.
Last Updated: May 2026.
Table of Contents
Overview
Under the Companies Act, 2013, every company is required to maintain certain official records called statutory registers. These registers contain important details about the company, such as information about shareholders, directors, loans, guarantees, deposits, and meetings.
These records are usually kept at the company’s registered office. A company can maintain them in a bound book, loose-leaf binder, or in electronic form on a computer, as allowed under the Information Technology Act, 2000.
Statutory registers are considered official records of the company and are generally maintained by the company secretary or any person authorized by the Board of Directors.
In this article, you will learn about the meaning, importance, types, and legal requirements related to statutory registers.
What is statutory Register?
Statutory registers are official records that every company must maintain by law under the Companies Act, 2013 and the Companies (Management and Administration) Rules, 2014. These registers contain important company details such as shareholders, directors, members, loans, charges, debenture holders, and key managerial personnel.
These records help the company maintain proper documentation, transparency, and legal compliance. The company and its Company Secretary or authorized officers must keep them accurate, updated, safely maintained, and ready for inspection whenever required by authorities or eligible persons.
What does Section 88 of the Companies Act, 2013 provide?
Provisions of Section 88 of the Companies Act, 2013, every company is required to maintain certain important registers and records of its members and security holders. This section mainly talks about the “Register of Members and other security holders."
Section 88(1)
This section says that every company must maintain some important registers in the prescribed format and manner. These registers are:
(a) Register of Members
This register contains the details of the shareholders of the company.
It shows:
- names of shareholders,
- number of shares held by them,
- type of shares (equity shares or preference shares), and
- whether the shareholder is living in India or outside India.
(b) Register of Debenture Holders
This register contains details of people who have invested money in the company through debentures.
(c) Register of Other Security Holders
This register contains details of persons holding any other securities issued by the company.
*This section makes it compulsory for every company to maintain proper records of the people who are connected with the company through shares, debentures, or other securities.
Section 88(2)
This sub-section says that every register must also contain an index of names.
An index works like a shortcut or list which helps in easily finding the name and details of a particular person in the register.
For example: Just like the index page in a book helps us quickly find a chapter, the index in the register helps in quickly finding a member’s details.
Section 88(3)
Nowadays many shares are held in electronic form through depositories like National Securities Depository Limited and Central Depository Services (India) Limited.
This sub-section says that the records maintained by such depositories will also be treated as valid registers and indexes under the Companies Act.
*If shareholder records are maintained electronically by a depository, the company is not required to maintain separate physical records for the same details.
Section 88(4)
This sub-section allows a company to keep a part of its register outside India if:
the company’s Articles of Association (AOA) permit it; and
the members or security holders are residing outside India.
Such register is called a “Foreign Register.”
For example: if many shareholders of an Indian company are living in another country, the company may keep their records in that country for convenience.
Section 88(5) – Penalty
This sub-section talks about the penalty for not maintaining these registers properly.
As per the amendment made in 2020:
- if a company fails to maintain these registers properly,
- or does not maintain them in the prescribed manner,
then:
- the company will have to pay a penalty of ₹3,00,000; and
- every responsible officer of the company will have to pay a penalty of ₹50,000.
- No daily additional fine is mentioned now.
Earlier Provision (Old Rule) (Before 2020 amendment)
Earlier, the law said that:
The company and its officers could be punished with a fine starting from ₹50,000 up to ₹3,00,000.
If the mistake continued every day, then an extra fine of ₹1,000 per day could also be imposed.
*If the company does not properly maintain these statutory registers, both the company and the responsible officers will have to pay penalties under section-88(5) of the Companies Act, 2013.
Purpose of statutory Register
The main purpose of maintaining statutory registers is to keep important company records in a proper and organised manner. These registers help maintain transparency, accountability, and legal compliance within the company.
They help shareholders, investors, government authorities, and other stakeholders easily verify important company information whenever required.
Statutory registers also help the company in:
- maintaining proper internal control and reducing the chances of fraud, mistakes, and irregularities;
- ensuring smooth audits, inspections, mergers, acquisitions, and other business activities;
- resolving disputes quickly because official records are available as proof;
- complying with the provisions of the Companies Act, 2013 and avoiding penalties;
- protecting the company’s reputation and goodwill; and
- maintaining a good credit standing, which may help the company get loans or funding on better terms.
The law also requires companies to preserve these records for a specific period. Some records, such as the Register of Members and Minutes of Meetings, must be kept permanently, while other records like the Register of Charges and Books of Accounts are generally required to be preserved for at least 8 years.
What are the benefits of maintaining statutory registers in the office?
Here are the benefits of maintaining statutory registers in the office:
- It help keep important company records safe, organized, and updated.
- It maintain transparency and accountability within the company.
- It help shareholders, investors, banks, and government authorities easily verify company information whenever required.
- It reduce the chances of fraud, errors, confusion, and misuse of company records.
- It help in quick and smooth audits, inspections, due diligence, mergers, and acquisitions.
- It provide proper evidence and help in resolving disputes quickly.
- It help the company follow the provisions of the Companies Act, 2013 and avoid penalties or legal issues.
- It improve the company’s reputation, professionalism, and credibility in the market.
- It help maintain a good relationship with investors and stakeholders by building trust and confidence.
- It also help the company obtain loans, investments, or funding more easily because proper records show good management and compliance.
List of Statutory Register to be maintained under the Companies Act, 2013
| Sr. No. | Name of Statutory Register | Form No. |
| 1 | Register of members (Section – 88) | MGT-01 |
| 2 | Register of Debenture holders (Section- 88) | MGT-02 |
| 3 | Foreign Register of Members, Debenture holders, other security holders or beneficial owners residing outside India (Section- 88) | – |
| 4 | Register of significant beneficial owners (Section 90) | BEN-3 |
| 5 | Register of Renewed and Duplicate Share Certificate (Section – 46) | SH-02 |
| 6 | Register of Sweat Equity Shares (Section – 54) | SH-03 |
| 7 | Register of Employee Stock Options (Section- 62(1)(b)) | SH-06 |
| 8 | Register of Shares or Securities which have been Bought Back (Section- 68) | SH-10 |
| 9 | Register of Deposits (Section-73 and 76) | – |
| 10 | Register of Charges (Section- 85) | CHG-07 |
| 11 | Register of Directors and KMPs (Section- 170,171,172) | – |
| 12 | Register of Loans/Guarantee/Security and Acquisition by Company (Section 186(9)) | MBP-2 |
| 13 | Register of Investments not held in its own name (Section-187) | MBP-3 |
| 14 | Register of Contracts or Arrangements in which Directors are interested (Section-189) | MBP-4 |
Here are the different statutory register in details:
1. Register of Members
2. Register of Debenture-Holders and any other security Holders
As per Section 88(1)(b) and (c) of the Companies Act, 2013, every company that issues debentures or other securities must maintain a Register of Debenture Holders or Security Holders in Form MGT-2 under Rule 4 of the Companies (Management and Administration) Rules, 2014. This register contains details such as the names, addresses, and number or value of debentures or securities held by each holder.
3. Index of members & Debenture holders
As per Section 88(2) of the Companies Act, 2013, the register of debenture holders or other security holders, along with its index, must be safely maintained for 8 years from the date the debentures or securities are repaid or redeemed. These records should be kept under the care of the company secretary or any person authorized by the company.
4. Register & Index of Beneficial owner
5. Foreign Register of members, Debentures Holders, Other Security Holder, or Beneficial Owners Residing outside India
6. Registers of Renewed & Duplicate Share Certificates
7. Register of Sweat Equity Shares
8. Register of ESOPs
9. Registers of Securities Bought Back
10. Registers of Deposits
Section 73 of the Companies Act, 2013 says that if a company accepts deposits from its members, it must follow certain legal conditions and maintain proper records.
Rule 14 of the Companies (Acceptance of Deposits) Rules, 2014 further says that the company must maintain a Register of Deposits at its registered office. This register should contain details like the depositor’s name, deposit amount, interest, date of deposit, and repayment details.
The main purpose of maintaining this register is to keep a clear and proper record of all deposits accepted by the company. It helps the company track deposit transactions, maintain transparency, and show legal compliance during audits, inspections, or whenever verification is required.
11. Registers of Charges
Section 85 of the Companies Act, 2013 says that every company must maintain a Register of Charges at its registered office whenever company assets are given as security for a loan or borrowing.
The register contains details of the charge, lender, amount, and charged assets, along with copies of charge documents.
The purpose is to maintain transparency and proper records of company borrowings and secured assets. The register is also open for inspection by members, creditors, and other persons as prescribed.
12. Registers of Directors & Key Managerial Personnel
13. Registers of Loan & Guarantee
Section 186(9) of the Companies Act, 2013 says that whenever a company gives a loan, provides a guarantee or security, or makes an investment, it must maintain a proper register with complete details of those transactions.
This register is maintained in Form MBP-2. The company must record the details in the register within 7 days from the date of giving the loan, guarantee, security, or making the investment.
14. Registers of Investments of the company not held in its own name
Section 187(3) of the Companies Act, 2013 read with Rule 14 of the Companies (Meetings of Board and its Powers) Rules, 2014 states that where any investments or securities of the company are not held in the company’s own name as permitted under Section 187(2), the company must maintain a register in Form MBP-3 at its registered office.
This register should contain complete details of such investments or securities held in the name of a nominee, bank, depository, or any other permitted person on behalf of the company.
The purpose of maintaining this register is to ensure proper record-keeping, transparency, legal compliance, and easy verification of investments that are not directly held in the company’s own name.
15. Registers of contracts & arrangements in which directors are interested
Section 189 of the Companies Act, 2013 read with Rule 16(1) of the Companies (Meetings of Board and its Powers) Rules, 2014 states that if a director has any personal interest in a company contract or transaction, the company must record those details in Form MBP-4.
The purpose of maintaining this register is to keep transparency in company dealings and ensure that directors do not hide any personal interest or make unfair transactions.
Common mistakes companies make
- not updating registers after share transfer,
- incomplete director disclosures,
- unsigned entries,
- mismatch with MCA filings,
- improper electronic backup.
Conclusion
In this article, you learned about the different types of statutory registers under the Companies Act, 2013, their purpose, legal requirements, place of maintenance, and the details required to be recorded in them. The article also explained which statutory registers a company is required to maintain and who is responsible for maintaining and updating them with accurate information.
Maintaining statutory registers is an important part of company compliance as it helps ensure proper record-keeping, transparency, and easy verification whenever required. This article aims to provide a simple and practical understanding of statutory registers and their importance under company law.
I hope this information will be useful for all readers and help clear their doubts regarding statutory registers.
Disclaimer: The information in this article is for general purposes only and may not fit your personal situation. It is not legal, financial, or professional advice, and you should not rely on it as such. Before making any decisions, consider if this information applies to you and, if needed, get advice from a professional. The information is correct at the time of publication. While we have tried to ensure it is accurate, Finodha.in is not responsible for any loss or damage caused by using this information.
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Hi, Go On, Tell Us What You Think about the Statutory Register! Did we miss something to explain in this Article? Come on! Tell us what you think about our article in the comment/e-mail section.FAQs: Get answers to all your queries!
Question. Who is allowed to inspect a company’s statutory registers?
Answer. Under the Companies Act, 2013, shareholders, directors, company officers, and government authorities like ROC are allowed to inspect a company’s statutory registers. Some registers can also be inspected by the public after paying the prescribed fee.
Question. What are the consequences of providing false information in statutory registers?
Answer. If a company mentions false or incorrect information in statutory registers, the company and the responsible officers may face heavy penalties, fines, and legal action under the Companies Act, 2013.
Question. What are statutory registers under the Companies Act 2013?
Answer. Under the Companies Act, 2013, statutory registers are official records that every company is legally required to maintain. These registers contain important details about the company, such as shareholders, directors, loans, charges, and other company matters.
Question. Which companies must maintain statutory registers?
Answer. Every company registered in India under the Companies Act, 2013 must maintain statutory registers. This includes private companies, public companies, One Person Companies (OPCs), and Section 8 companies, as required by law.
Question. What is the penalty for not maintaining statutory registers?
Answer. As per Section 88(5) of the Companies Act, 2013, as amended by the Companies Amendment Act, 2020, if a company does not properly maintain its statutory registers as required under sub-sections (1) and (2), the company may have to pay a penalty of ₹3 lakh, and every officer responsible for the default may have to pay a penalty of ₹50,000.
Question. Where should statutory registers be kept?
Answer. Statutory registers are normally required to be kept at the company’s registered office.
Question. What is Form MGT-1, and when is it used?
Answer. Form MGT-1 is the prescribed format used by a company to maintain its Register of Members under the Companies Act, 2013.
This register contains important details of shareholders, such as:
-Name and address of members
-Number and class of shares held
-Date of becoming a member
-Date of transfer or cessation of membership
It is mainly used to maintain the official record of the company’s shareholders and their shareholding details.
Question. How often should statutory registers be updated?
Answer. Statutory registers should be updated regularly whenever there is any change in the company’s details, such as changes in shareholders, directors, share transfers, loans, charges, or other prescribed matters.
Question. What happens if a company fails to maintain a register of members?
Answer. If a company fails to maintain a Register of Members as required under the Companies Act, 2013, the company and its defaulting officers may face penalties and legal action.
Question. What is a foreign register under the Companies Act 2013?
Answer. Under Section 88(4) of the Companies Act, 2013, a foreign register means a register maintained by a company outside India for recording details of shareholders, debenture holders, or other security holders residing in a foreign country. A company can maintain such a register if its Articles of Association permit it.
Question. How long should statutory registers be preserved?
Answer. Statutory registers are generally required to be kept permanently by the company, unless the law prescribes a specific time period for maintaining a particular register.
Question. What details must be included in the register of directors?
Answer. The Register of Directors generally contains details such as:
-Name of the director
-Director Identification Number (DIN)
-Address and contact details
-Date of appointment
-Nationality and occupation
-Details of shares or securities held in the company, if any.
Question. Can registered entries be rectified after they are made?
Answer. Yes, incorrect or mistaken entries in statutory registers can be corrected or rectified whenever required.
Question. What is the register of charges, and when is it required?
Answer. The Register of Charges is maintained to keep details of loans taken by the company against its assets or property. It is required whenever the company gives its assets as security to a bank, financial institution, or lender for taking a loan.
Question. Do small companies have any relaxations in register maintenance?
Answer. Yes, small companies get some compliance relaxations under the Act, 2013. However, they still need to maintain the required statutory registers as per the law.
Question. What is the role of the company secretary in register maintenance?
Answer. The Company Secretary plays an important role in maintaining statutory registers. The Company Secretary ensures that the registers are properly maintained, regularly updated, and kept in compliance with legal requirements.
Question. How to maintain registers in the current prescribed formats?
Answer. Companies should maintain statutory registers in the prescribed formats under the Companies Act, 2013, either in physical or electronic form, and keep them regularly updated and properly maintained.
Question. Can statutory registers be kept at multiple locations?
Answer. Generally, statutory registers are required to be kept at the company’s registered office. However, some registers can also be kept at another approved place in India as permitted under the law.
Question. What is the register of significant beneficial owners?
Answer. The Register of Significant Beneficial Owners (SBO) is an official record maintained by a company to identify the real individuals who ultimately own or control the company, even if their shares are held through another person or entity.
Question. How to handle register maintenance during company mergers?
Answer. During a merger under the Companies Act, 2013, the company updates its records to show the new situation after two companies combine.
The old company records are kept safe, and the new or surviving company updates its registers with the new shareholders, directors, and other details. This helps keep all information correct and up to date after the merger.
Question. What is the difference between register and index?
Answer. Under the Companies Act, 2013:
-A register is the main official record that contains complete details of shareholders, directors, or other company information.
-An index is a supporting list that helps you quickly find where a particular name or detail is recorded in the register. It does not contain full details, only references for easy search.
Question. Are there any exemptions from register maintenance requirements?
Answer. Generally no complete exemptions from maintaining statutory registers.
However, some companies (like small companies or OPCs) may get certain relaxations in compliance, but they are still required to maintain the applicable statutory registers as per law.
Question. How does register maintenance help in regulatory compliance?
Answer. Register maintenance helps the company follow legal rules by keeping all important records updated and correct. It makes it easy to provide accurate information during inspections, audits, or filings with the ROC, and helps the company avoid fines and legal issues.
Question. What is the process for correcting errors in statutory registers?
Answer. As per the Companies Act, 2013, any mistake in statutory registers should be properly corrected by making a clear update in the record, with approval from an authorized person. The original entry should not be erased, and the correction should be properly noted to keep the register accurate and legally valid.
Question. What happens to registers when a company is dissolved?
Answer. When a company is closed/dissolved under the Companies Act, 2013, its statutory registers are not destroyed immediately.
They are safely kept by the liquidator or the person handling the closure for some time, so they can be checked later if required for legal or official work.
Question. How to ensure data privacy in register maintenance?
Answer. To keep data safe in statutory registers under the Companies Act, 2013, company should allow only trusted and authorized people to see or use them.
Physical records should be kept in a safe place, and computer records should be protected with passwords so that no one can access or misuse the information without permission.
Question. What is the impact of non-authentication of register entries?
Answer. If statutory register entries are not properly authenticated, they lose their official value and may not be accepted as valid proof of company details.
This can create problems during audits or inspections, lead to disputes, and may also result in penalties for the company and the officers responsible for maintaining the registers.
Question. What are the specific requirements for maintaining minutes of meetings?
Answer. Under the Companies Act, 2013, minutes of meetings must be recorded carefully and maintained as official company records.
They should be written in a clear and proper format soon after the meeting, and must correctly show what decisions were taken. Each page should be numbered, and the minutes must be signed by the Chairman or an authorized person. Once signed, they should be kept safely in the company’s records, and no changes should be made except as allowed by law.
Question. What is required for foreign register maintenance?
Answer. For maintaining a foreign register, a company must keep a proper record of shareholders or debenture holders living outside India and also maintain an updated copy of the register in India, as required under the Companies Act, 2013.
Question. What are the specific authentication requirements for different registers?
Answer. Different statutory registers must be authenticated by authorized persons such as a director, company secretary, or authorized officer to confirm that the entries are correct and legally valid under the Companies Act, 2013.
Question. What are the electronic maintenance requirements?
Answer. If statutory registers are maintained electronically, the company must ensure that the records are secure, regularly updated, properly backed up, and capable of being printed whenever required.
Question. Is the maintenance of statutory registers a mandatory requirement for companies in India?
Answer. Yes, maintaining statutory registers is compulsory for companies in India under the Companies Act, 2013.
Question. What are the different types of registers maintained by a company?
Answer. The different types of registers maintained by a company include:
-Register of Members
-Register of Directors and Key Managerial Personnel (KMP)
-Register of Charges
-Register of Loans, Guarantees, Investments, and Securities
-Register of Contracts and Arrangements
-Register of Debenture Holders
-Register of Renewed and Duplicate Share Certificates
-Foreign Register (if applicable)
-Other statutory registers prescribed under the Companies Act, 2013.
Question. Is it mandatory for a debenture-issuing company to maintain a register of debenture holders?
Answer. Yes, a company that issues debentures is required to maintain a register of debenture holders.
Question. Who is allowed to inspect a company’s statutory registers?
Answer. A company’s statutory registers can usually be inspected by shareholders/members, debenture holders, directors, company officers, and government authorities such as the Registrar of Companies (ROC), as allowed under the Companies Act, 2013.
In certain cases, other persons may also inspect specific registers on payment of the prescribed fee.
Question. Can a company maintain its statutory registers electronically?
Answer. Yes, a company can maintain its statutory registers electronically under the Companies Act, 2013. However, the company must ensure that the electronic records are secure, regularly updated, properly backed up, protected from unauthorized changes, and capable of being produced in printed form whenever required.
Question. Where the Statutory Register are required to be kept and maintained?
Answer. Statutory registers are generally required to be kept and maintained at the company’s registered office. However, in certain cases, they may also be kept at another place in India as permitted under the Act.
Question. Is there any Government Contravention under this section?
Answer. Yes, contravention of the provisions relating to maintenance of statutory registers can lead to penalties under the Law.
Question. What do you mean by statutory and non statutory?
Answer. Statutory refers to anything that is compulsory under the law. A company must follow and maintain such records, rules, or compliances as required under the Companies Act, 2013.
For example, statutory registers and statutory meetings are legally required.
Non-statutory refers to things that are not required by law but are maintained or followed by a company for better management, record-keeping, or convenience. These are optional in nature.
Question. What is statutory?
Answer. Statutory means something that is legally required under an Act or law. In simple words, if a company is required by law to do or maintain something, it is called statutory.
For example, statutory registers and statutory compliances are mandatory under the Companies Act, 2013.
Question. What are the 4 types of register?
Answer. The four common types of statutory registers maintained by a company are:
1. Register of Members
2. Register of Directors and Key Managerial Personnel (KMP)
3. Register of Charges
4. Register of Debenture Holders
Question. What are the statutory books for a company?
Answer. Statutory books are the official records that every company must maintain by law under the Companies Act, 2013. These books contain important details about the company, such as shareholders, directors, loans, charges, debenture holders, and meeting minutes, to ensure proper record-keeping and legal compliance.
Question. What are the statutory documents of a company?
Answer. Statutory documents are the important legal papers and records that every company must maintain. These documents contain key information about the company, such as its rules, shareholders, directors, financial records, and meeting details, and help prove that the company is following the law properly.
Question. What is a stat book?
Answer. A stat book (short form of statutory book) is a set of official records and registers that a company is legally required to maintain under the law.
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