How to Maintain Statutory Registers Under Companies Act 2013 - Legal Service India

Maintaining Statutory Registers in India

One of the most critical compliance obligations that any company in India has is to maintain statutory registers. Regardless of whether you are operating a private limited company, OPC or a public company, the Companies Act 2013 would ensure that certain registers are always updated.

Table of Contents

In this guide, we explain what statutory registers are, why they matter, which registers are required, and how to maintain them step-by-step.

What Are Statutory Registers?

Statutory registers are formal books that all companies are required to keep according to the Companies Act 2013 and the other applicable requirements.

These are records of the shareholders, directors, charges, loans, important agreements and other essentials of the company.

They must be:

Correct and updated,
Stored at the registered office (except moved officially),
Open to peep-showing by ROC, shareholders, and occasionally to the public.

Why Maintaining Statutory Registers Is Important

The consequences of not keeping mandatory registers can be:

ROC penalties
The appeals of the company and directors.
Problems at due diligence, financing or audit.
Failure rating that affects business credibility.

Thus, correct maintenance will allow you to remain within the legal framework and not face any irrelevant penalties.

List of Statutory Registers Under Companies Act 2013

The following is the complete list of the registers that have to be made in accordance with various sections and rules.

Register of Members (Section 88)

Shareholders
Number of shares held
Folio number
Date of allotment/transfer
Changes in shareholding

Register of Directors & Key Managerial Personnel (KMP) – Section 170

Name
DIN
Address
Contact
PAN
Date of appointment/resignation

Register of Charges (Section 85)

Charges created
Modifications
Satisfactions
Details of the charge holder (bank/financial institution)

Mandatory for companies with share capital.

Transferor
Transferee
Number and type of shares transferred
Date of approval

Certificates issued in place of lost/mutilated certificates
Date of issue
Certificate number

Register of Directors’ Shareholding (Section 170)

Directors
KMP
Relatives of directors

Register of Loans, Guarantees & Securities (Section 186)

Loans given by the company
Corporate guarantees
Investments in other entities

Directors
KMP
Relatives
Group companies

Register of Deposits

Applicable if the company accepts deposits (mostly public companies).

Register of Employee Stock Options (ESOP)

For companies issuing ESOPs.

Where Should Statutory Registers Be Maintained?

Registered office of the company.
Or
Anywhere in the same city (subject to the approval of the board and registration with ROC in Form GNL-2)

Registers may be in:

Physical book format
Electronic format (per MCA guidelines)

How to Maintain Statutory Registers (Step-by-Step Guide)

Step 1: Identify Applicable Registers

Each register is not required to all companies.

For example:

OPC → Fewer registers
Pc Limited – Majority of registers
Public companies → All registers such as deposits

Make a list depending on the type of business.

Step 2: Use the Correct Format (As Per Rules)

Rules Companies (Management and Administration) 2014 allow prescribed formats of registers.

Example:

MGT-1 → Register of Members
MBP-4 → Register of Contracts
SH-6 → Register of Employee Stock Options
CHG-7 → Register of Charges

Always follow the MCA format.

Step 3: Enter Accurate Data

Data should include:

Full names
DIN/PAN
Address & email
Number of shares
Date of appointment/allotment
Contract details
Loan amount & terms

Every entry must be factually correct and updated.

Step 4: Register Updates Are To Be Made Regularly

Updates may be required when:

New directors join
Shares are allotted/transferred
Loans/guarantees given
Associated party dealings take place
Accounts are established with banks

Do not store outdated registers — you have a compliance problem as per the ROC inspection.

Step 5: Keeping Supporting Documents

Attach:

Board resolutions
Form MGT-14 filings
MCA challans
Agreements
Share transfer forms
KYC documents

Documents and registers need to be identical.

Step 6: Obtaining Board Approvals Where Necessary

Changes such as:

Transfers
Loans
Related party contracts
Appointment of directors

Should be passed through board meetings and also documented in minutes.

Step 7: Keep Registers Safe

Registers must be:

Numbered
Bound
Not tampered
Active by the Company Secretary or Director

For electronic registers:

Use password protection
Keep backups
Restrict editing access

Who Can Inspect Statutory Registers?

Register	Who Can Inspect	Fees
Register of Members	Shareholders & public	Nominal fee
Register of Directors	Members only	Free
Register of Charges	Public	Nominal fee
Contracts Register	Members only	Free

Inspection must be allowed during business hours.

Penalties for Not Maintaining Statutory Registers

Penalties under the Companies Act 2013 include:

₹50,000 – ₹3,00,000 for company
₹50,000 – ₹1,00,000 for every officer in default
Additional penalty per day for continued non-compliance

During scrutiny or ROC inspection, missing registers create major issues.

Conclusion

Maintaining statutory registers is not optional; it is a legal requirement under the Companies Act 2013. With proper formats, timely updating, and secure storage, companies can easily stay compliant and avoid penalties.End Notes:

https://instabizfilings.com/private-limited-company
https://instabizfilings.com/one-person-company
https://instabizfilings.com/blog/public-limited-company
https://instabizfilings.com/annual-filing-roc-filing
https://instabizfilings.com/blog/due-diligence-report
https://instabizfilings.com/director-identification-number-din
https://instabizfilings.com/blog/mgt-14-form
https://instabizfilings.com/blog/board-meetings-and-its-compliances

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