Maintenance of Statutory Registers – Companies Act 2013

MAINTENANCE OF STATUTORY REGISTERS – COMPANIES ACT 2013

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    For an organization to function efficiently and adhere to the statutory requirements, it is essential to maintain certain records and registers. Maintaining such records and registers are important for fulfilling statutory, disclosure, statistical, MIS purposes.

    Maintaining such records helps in ensuring that the operations of an organization are systematic. Companies Act, 2013 requires every company to keep and maintain at its registered head office books of accounts and relevant documents and the financial statements for each FY (financial year) that provides a true and fair picture of the company’s state of affairs which includes its branch offices and other offices.

    The provision further requires an explanation of transactions affected both at registered as well its branch offices and such books must be kept at accrual basis and following the double-entry system of bookkeeping.

    Statutory Books

    Statutory Register refers to specific records about a company’s shareholders, directors, and the meetings held. These records are in addition to the normal accounting records that companies are also meant to keep. Most of the companies keep their statutory registers in a loose-leaf binder or bound book, but they can keep it in any form like a computer record. The Companies Act, 2013 requires every company to furnish these records before ROC (registrar of companies) within specific time limits together with prescribed fees.

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    Registers to be maintained under the Companies Act, 2013

    Register of the Company

    Every company accepting deposits must keep at the registered office, one or more registers for deposits accepted and/or renewed for a period of 8 years. Such period must be from FY (financial year) in which the entry was made in such register. Such register must contain the followings in respect of depositors:

    1. Name, PAN and address of the depositors
    2. For minors, guardian details
    3. Particulars of the nominee
    4. Date and amount of each deposit
    5. Deposit receipt number
    6. Interest rate
    7. Duration of such deposit
    8. Repayable date
    9. The due date for interest payment
    10. Payment date of interest due
    11. Details with respect to deposit insurance
    12. Details of charge/ security created
    13. Other details with respect to deposit

    All the entries which are entered in this register must be authenticated by the company’s directory, secretary or such other officer authorized to do so.

    Register of Members

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    Every company needs to keep and maintain the below-mentioned registers with respect to its members:

    1. Register of the members separately for the equity shares and preference shares.
    2. Register for the debenture holders.
    3. Register for other security holders.

    The registers must contain an index of the names. Further, member’s register, in case a company doesn’t have the share capital, must have the following details of each member:

    1. Name, address, E-mail, PAN, UIN, CIN, Occupation, Nationality, Father’s /Mother’s Name/Spouse’s Name,
    2. Date of commencement of membership,
    3. Date of cessation of membership,
    4. Other details as necessary.

    Register of Directors and Key Managerial Personnel

    The Companies Act 2013, requires every company to maintain and keep a register at its registered office containing particulars of the directors and KMP (Key Managerial Personnel), which should comprise details of the securities held by them in the company or its subsidiary, holding, associate companies or subsidiary of company’s holding company. According to rule 17 of Companies (Appointment and Qualification of Directors) Rules, 2014, the below-mentioned particulars shall be kept in a register a company’s registered office:

    1. DIN (Director Identification Number)
    2. Name and surname
    3. Any previous name or surname
    4. Father’s name, mother’s name and spouse’s name
    5. Date of birth
    6. Nationality (including the nationality of origin, if different)
    7. Residential address (present as well as permanent)
    8. The date of board resolution where the appointment was made
    9. Occupation
    10. Date of appointment and reappointment
    11. Date of cessation of office and reasons thereof

    Register of Charges

    Register of charges must be maintained by a company in Form No. CHG 7. This register must contain details of the charges registered with the registrar on assets, property, companies or undertaking along with particulars of property that was acquired and which was subject to charges and also particulars of modifications or satisfaction of any charge. The register of charges must be permanently preserved at the company’s registered office, however, the instrument creating the charge must be preserved for a period of 8 years from the date of satisfaction of the charge by the said company.

    Register of Renewed and Duplicate Share Certificates

    Particulars of each of the share certificates issued:

    1. In exchange for certificates which are consolidated or sub-divided or in replacement of certificates which are mutilated, defaced, old or torn, worn out, decrepit, or where cages on the reverse for the recording transfers are duly utilized
    2. In lieu of certificates which are destroyed or lost

    must be entered in a Register of Renewed and Duplicate Share Certificates which is to be maintained in Form No SH.2. In Form No SH.2, the companies specifies against the name of the person to whom a certificate has been issued, the date of issue and number of the certificates in lieu of which new certificate has been issued, and the required changes specified in the Register of Members by appropriate cross-references in “Remarks” column. While maintaining such register, the below-mentioned points must be kept in mind:

    1. The register must be permanently preserved and must be kept in the custody of the company’s company secretary or any other person so authorized by the company’s Board.
    2. All the entries made in this register must be authenticated by the company’s company secretary or such person as authorized by the company’s Board in this regard.

    Such register must be kept at the company’s registered office or at a place where the Register of Members is maintained.

    Register of Employee Stock Options

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    As per the provisions of the Companies Act, 2013 a company must maintain the Register of Employee Stock Options in Form No. SH.6 and must enter therein particulars of an option granted. Such register must be kept at the company’s registered office or such other premise as per the discretion of the board. The entries made in this register must be authenticated by the company’s company secretary or such person as authorized by the company’s Board in this regard.

    Register of Shares/Other Securities Bought Back

    As per the Companies Act 2013, a register of shares and other securities bought back needs to be maintained by a company in Form SH 10. The details which need to include are as follows:

    1. Date of the passing of the special resolution authorizing the buy-back of securities
    2. Date of Board’s approval
    3. Number and price of shares or other securities authorized for buyback
    4. Date of such opening and closing of the buy-back offer
    5. Date on which the buy-back was completed
    6. Description of the shares or other securities bought back by the company.
    7. Forms under Companies Act, 2013
    8. Updated on : Oct 12, 2021 – 12:03:23 PM
    9. 15 min read.
    10. The compliance aspects imposed by the Companies Act 2013 seem to be cumbersome but may not be so if the companies have the appropriate knowledge regarding the same. The Act provides for filing of various forms which originate from the company or the director/chartered accountant/company secretary with the government/registrar.
    11. Forms Under Companies Act, 2013
    12. Under the Companies Act, 2013 and its Rules, numerous forms have to be filed by the company with the Registrar of Companies. Some of these forms are to be filed annually by the company such as form to file the financial statement of the company, Application for filing KYC of the director, etc. Some of them are filed only once after the incorporation of the company, such as Application for reservation of name, Consent of Nominee as regards One Person Company, e-Memorandum of association, e-Articles of association, etc.
    Form NumberDescriptionType of forms
    INC 1Application for reservation of namee-Form
    INC 3Change of nominee as regards One Person Companye-Form
    INC 4Change of nominee as regards One Person Companye-Form
    INC 5Intimation by One Person Company for exceeding prescribed threshold more than Rs 50 lakh of share capital or Rs 2 crore of turnovere-Form
    INC 6Conversion of private limited company into an OPC or vice versaPhysical
    INC 8Declaration by an Advocate, Chartered Accountant, Cost Accountant or Company Secretary in practice that all requirements of the companies act and rules pertaining to incorporation have been complied withPhysical
    INC 9Declaration by each of the subscribers to the memorandum and each of the first directors named in the articles that he has not been convicted of any offence for the preceding 5 years and that all the documents filed with the Registrar are true and accurate.Physical
    INC 11Certificate of IncorporationPhysical
    INC-11ACertificate of Incorporation on conversion from unlimited company to limited companyPhysical
    INC-11BCertificate of Incorporation on conversion from a company limited by guarantee to a company limited by sharesPhysical
    INC 13Memorandum of AssociationPhysical
    INC 14Declaration by an Advocate, a Chartered Accountant, Cost Accountant or Company Secretary in practice, that the articles of association have been drawn up in conformity with the provisions of Section 8 and rules made thereunder and that all the requirements concerning the Act and the rules made thereunder in relation to registration of the company under Section 8 and matters incidental or supplemental thereto have been complied with.Physical
    INC 15Declaration by each of the persons making the application(Section 8 companies)Physical
    INC 16/17Licence issued under Section 8Physical
    INC 20ADeclaration given by the director for the commencement of business for a companye-Form
    INC 22Notice for change of situation of the registered office of the company and its verificatione-Form
    INC 22 AActive Company Tagging Identities and Verification(ACTIVE)e-Form
    INC 24Application to the Central Government for approval for change in the name of the companye-Form
    INC 25A new certificate of incorporation subsequent to change in namePhysical
    INC 25AAdvertisement to be published in a newspaper when a public company is converted into a private companyPhysical
    INC 26Advertisement to be published in newspaper for change in the registered office from one State Government or Union territory to anotherPhysical
    INC 27Transformation of a public company into a private company and vice versa, including company limited by guarantee to a company limited by sharese-Form
    INC 28Notice of the order of the court/any other competent authoritye-Form
    INC 32Simplified Proforma for Incorporating Company electronically (SPICe)e-Form
    INC 33e-Memorandum of associatione-Form
    INC 34e-Articles of associatione-Form
    INC 35Application for Goods and services tax Identification number, employees state Insurance corporation registration plus Employees provident fund organisation registration(AGILE-PRO)e-Form
    RD 1Application to the regional director for change in a financial year or the conversion of a public company into a private companye-Form
    RD GNL 5Form for rectification of mistakes pertaining to change in a financial year or for the conversion of a public company into a private companye-Form
    SH 10Register of shares or other securities bought backPhysical
    DPT 3Return of depositse-Form
    DPT 4Statement on existing deposits as on the date of commencement of the companies actPhysical
    CHG 1Application to register the creation or modification of charge (other than debentures)e-Form
    CHG 2Certificate of registration of chargePhysical
    CHG 3Certificate of modification of chargePhysical
    MGT 1Register of members of the companyPhysical
    MGT 2Register of Debenture Holders or Any Other Security HoldersPhysical
    MGT 3Notice or the change in the situation or discontinuation of a location where a foreign register is keptPhysical
    MGT 9Extract of the annual returnPhysical
    MGT 11Appointment of proxy for a meetingPhysical
    MGT 12Polling paper in the meetingPhysical
    MGT 13Scrutinizer’s report to the Chairman pertaining to the poll of the meetingPhysical
    MGT 14Filing of company resolutions and agreements with the Registrare-Form
    MGT 15Form for filing report on the Annual General meetingPhysical
    BEN 1Declaration by the significant beneficial owner in case of an individualPhysical
    AOC 1Statement containing salient features of financial statements of subsidiaries/ associates/joint venturesPhysical
    AOC 2Details containing contracts or arrangements entered into with related partiesPhysical
    AOC 3Statement containing salient features of the audited financial statementsPhysical
    AOC 3ADetailed statement on the financial statements to be filed by companies complying with the Companies (Indian Accounting Standards)Rules 2015Physical
    AOC 4Form to file a financial statement and other documents of the company with the Registrare-Form
    AOC 4
    (XBRL)    		XBRL document in respect of financial statement and other documents to be filed with the Registrare-Form
    AOC 4
    CFS    		Form to file consolidated financial statements and other documents with the Registrare-Form
    AOC 4
    NBFC    		Form for NBFCs to file financial statement and other documents with the Registrare-Form
    AOC 5Notice to declare the address of the location in which the books of accounts are maintainede-Form
    ADT 1Form to inform the Registrar regarding the appointment of auditor by the companye-Form
    ADT 2Application for removing the auditor before the expiry of their term by the companye-Form
    ADT 3Notice of resignation of auditore-Form
    ADT 4Form to report any suspected fraud by the auditor to the Central GovernmentPhysical
    CRA 1Maintenance of cost records by certain companiesPhysical
    CRA 2Form for intimation of appointment of cost auditor by the company to Central Governmente-Form
    CRA 3Format of the cost audit reportPhysical
    CRA 4Form for filing cost audit report with the Central Governmente-Form
    DIR 2Consent given by a person to act as the director of the companyPhysical
    DIR 3Application for allotment of Director Identification Number (DIN) before being appointed in an existing companye-Form
    DIR 3 KYCApplication for filing KYC of the directore-Form
    DIR 3CIntimation by the company to the Registrar on the Director Identification Numbere-Form
    DIR 3ADeclaration given by a person applying as director, if he does not have the last name and uses a single namePhysical
    DIR 3BIntimation of DIN to the company/companies in which the person is a directorPhysical
    DIR 5Application for surrender of DINPhysical
    DIR 6Intimation of changes in particulars specified in DIN applicatione-Form
    DIR 8Intimation by a director to a company about his/her disqualificationPhysical
    DIR 9Disqualification of directors to be intimated to the Registrar by the companyPhysical
    DIR 10Application for removal of disqualified directorsPhysical
    DIR 11Notice of resignation by a director to the Registrare-Form
    DIR 12Particulars of Directors and the key managerial personnel appointed and any changese-Form
    MR 1Return for the appointment of a Whole Time Director, Managing Director or Managere-Form
    MR 2Form for application to the Central Government for approval of appointment/reappointment/remuneration of Managing Director, Whole Time Director or Managere-Form
    MR 3Format of the Secretarial Audit ReportPhysical
    CAA 1Creditors responsibility statement pertaining to Section 230- Power to compromise or make arrangements with creditors and membersPhysical
    CAA 2Notice of meeting of any class or classes of the meeting of the creditors or membersPhysical
    CAA 10Solvency DeclarationPhysical
    CAA 11Approval Notice for a scheme of mergerPhysical
    STK 1Notice by Registrar of Companies for company’s name removal from the register of companiesPhysical
    STK 2Application by the company to ROC seeking the removal of its name from the register of companiese-Form
    FC 1Information to be filed by foreign companye-Form
    FC 2Return of alteration in the documents filed for a foreign company registratione-Form
    FC 3Annual accounts and the list of all principal places of business established in India by a foreign companye-Form
    FC 4Annual Return of a Foreign companye-Form
    FC 5Nomination for Indian depository ReceiptsPhysical
    RSC 1Application to the Tribunal to confirm the reduction of share capitalPhysical
    MSMEHalf yearly return filed with the Registrar for any outstanding payments to Micro or Small Enterprisee-Form
    Form 23CApplication to the Central Government to appoint a cost auditore-Form
    Form I-
    XBRL    		XBRL document of a cost audit report and other documents to be filed with the Central Governmente-Form
    Form A-
    XBRL    		XBRL document on compliance report and other documents to be filed with the Central Governmente-Form
    Form 23DInformation by cost auditor to Central Governmente-Form
    1. Some forms are filed at the happening of event, such as the resignation of an auditor, change in the name or address of the company, etc. If these events do not take place, then there is no requirement for filing these forms. Failure to files these forms attracts heavy penalties. Thus, the forms mentioned in the Companies Act, 2013 and its Rules need to be filed accordingly.
    2. Get a complete list of the forms prescribed under the Companies Act, 2013 and its Rules by clicking on the link given below.
    3. Complete List of Forms under the Companies Act, 2013
    4. List of Forms Under the Companies Act, 2013
    5. Popular forms under the Companies Act along with the relevant description has been given below for quick and a better understanding.
    6. Get a complete list of the forms prescribed under the Companies Act, 2013 and its Rules notified till date by clicking on the link given below.