Register of Members

Statutory Registers for Companies in India A Complete Legal Compliance Resource Under the Companies Act, 2013 | Updated for 2026 In 2026, with the Ministry of Corporate Affairs (MCA) intensifying its compliance scrutiny and digital audits, it has become more critical than ever for businesses to maintain these registers accurately and make them available for inspection whenever required. Failure to comply can lead to heavy penalties, director disqualification, and even criminal prosecution. This comprehensive guide breaks down everything you need to know about statutory registers for companies in India — what they are, which ones are mandatory, where and how to maintain them, and the penalties for non-compliance. What Are Statutory Registers? Statutory registers are official records that every company incorporated under the Companies Act, 2013 is legally required to maintain. These registers contain crucial information about a company’s shareholders, directors, charges, loans, contracts, investments, and other vital corporate activities. Unlike operational records (such as accounting ledgers or HR files), statutory registers are specifically mandated by law. They must be: Maintained at the Registered Office of the company (or another approved location) Updated within prescribed time limits after every relevant transaction Made available for inspection by members, creditors, and government authorities Preserved for the period specified under the Companies Act, 2013 These registers serve as a source of truth for regulators, investors, and stakeholders. They ensure accountability and transparency in corporate operations across India. Legal Basis: Companies Act, 2013 The obligation to maintain statutory registers primarily derives from the Companies Act, 2013 and the Companies (Management and Administration) Rules, 2014. Key sections include: Section / Rule Subject Matter Section 88 Register of Members, Debenture Holders & Other Security Holders Section 85 Index of Members and Debenture Holders Section 170 Register of Directors and Key Managerial Personnel (KMP) Section 184 Register of Contracts/Arrangements with Related Parties Section 186 Register of Investments Section 187 Register of Monies/Securities Section 189 Register of Contracts in which Directors have Interest Section 85 & Rule 3 Index of Members Section 85 & Rule 7 Foreign Register (for global companies) Chapter VI (Sections 77-87) Charges — Registration and Satisfaction Section 160, Rule 16 Register of Director Shareholdings Section 143 Auditor’s Right to inspect registers Section 91 Power to Close Register of Members / Security Holders Types of Statutory Registers: Detailed Breakdown Below is a detailed overview of all the statutory registers that a company must maintain in India as of 2026: 1. Register of Members (Section 88) This is arguably the most fundamental statutory register. It contains the complete record of all shareholders of the company. Key Information Recorded: Name, address, and occupation of each member Date of becoming a member / date of cessation Number and class of shares held Amount paid or agreed to be paid on shares Folio number and distinctive share numbers For companies having share capital, this register must be maintained in Form MGT-1. For companies without share capital, it is maintained in Form MGT-2. Any company must update the register within 7 days of the AGM if any changes are made. 2. Register of Debenture Holders / Other Security Holders (Section 88) Similar to the Register of Members, this register records details of all debenture holders and holders of other securities (bonds, warrants, etc.). Key Contents: Name and address of each debenture/security holder Date of becoming a holder and date of cessation Amount of debentures/securities held Date of transfer and details of consideration paid 3. Register of Charges (Section 81) Every company must maintain a Register of Charges, recording all mortgages, charges, and encumbrances on the company’s assets. This register is maintained in Form CHG-7 and must include: Date of creation of the charge Short particulars of the property charged Amount secured by the charge Name of the charge-holder (lender/bank/creditor) Date of satisfaction of the charge (when loan is repaid) Filing Obligation: Every charge must be registered with the Registrar of Companies (ROC) within 30 days of its creation. Late registration attracts additional fees. As of 2026, the penalty for non-registration can go up to ₹25 lakhs for the company and ₹1 lakh per day for continuing default by officers. 4. Register of Directors and Key Managerial Personnel (Section 170) This register maintains a record of all Directors and Key Managerial Personnel (KMPs) of the company, along with their shareholding in the company and its holding, subsidiary, and associate companies. Maintained in Form MBP-4, it must include: Name and address of each director/KMP Date of appointment and cessation DIN (Director Identification Number) Details of shares/debentures held by the director in the company or related entities Details of offices held in other companies 5. Register of Contracts / Arrangements (Section 189) All contracts in which directors are directly or indirectly interested must be recorded in this register, maintained in Form MBP-4. Contents Include: Name of the director/partner/relative with interest Nature of concern or interest Date of the contract/arrangement The value of the transaction Every director must disclose their interest in writing (Form MBP-1) to be placed in the register. This prevents conflicts of interest and ensures transparency in related-party transactions. 6. Register of Loans and Investments (Section 186) Companies making loans, giving guarantees, providing securities, or making investments must maintain a register of all such transactions. Details Required: Name of the entity in which loan/investment is made Nature and purpose of the loan/investment Amount involved (in Indian Rupees) Date of the transaction Terms and conditions, rate of interest Threshold: Section 186 applies when a company’s aggregate of loans, guarantees, securities, and investments exceeds 60% of its paid-up capital plus free reserves, or 100% of free reserves — whichever is higher. Board approval is mandatory for such transactions in 2026. 7. Register of Related Party Transactions (Section 184) Every company must maintain a register where directors disclose their directorships, partnerships, or substantial interests in other companies, firms, or body corporates. All related-party transactions must be reported to the Board at every meeting. This register is central to compliance with Section 177 (Audit