Tag Archives: Register of Members

Amendment in Management and Administration Rules


Ministry of Corporate Affairs notified on 23rd September 2016 the Companies (Management and Administration) Amendment Rules, 2016 amending the Companies (Management and Administration) Rules, 2013 with effect from that date.

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PRESERVATION, INSPECTION AND COPY OF REGISTERS AND RETURNS


 Section 94 of the Companies Act, 2013 prescribes the registers and their indices and the copies of all the returns shall be open for inspection by any member, debenture-holder, other security holder or beneficial owner, during business hours without payment of any fees and by any other person on payment of fees.

Rule 14 of the Companies (Management and Administration) Rules 2014 deals in detail. The registers and indices maintained pursuant to section 88 and copies of returns prepared pursuant to section 92, shall be open for inspection during business hours, at reasonable time on every working day as the board may decide, by any member, debenture holder, other security holder or beneficial owner without payment of fee. The reasonable time is a period of not less than two hours on every working day shall be considered by the company.

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CLOSURE OF REGISTER OF MEMBERS ETC


CLOSURE OF REGISTER OF MEMBERS ETC

A company may close its register of members or debenture – holders and other security holders according to Section 91 of the Companies Act, 2013. Rule 10 of the Companies (Management and Administration) Rules 2014 prescribes related procedures.

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BENEFICIAL INTEREST IN SHARES


According to Section 89 of the Companies Act, 2013, where the name of a person is entered in the register of members of a company as the holder of shares in that company but who does not hold the beneficial interest in such shares, such person shall make a declaration within such time and in such form as may be prescribed.

Rule 9 of the Companies (Management and Administration) Rules 2014 supplements provisions of Section 89 of the Act.

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FOREIGN REGISTER OF MEMBERS AND SECURITIES HOLDERS


According to sub – section (4) of Section 88 of the Companies Act 2013 a company may also have a Foreign Register which contain names and particulars of members, debenture – holders, other security holders or beneficial owners residing outside India. This may include a register maintained by a depository outside India containing details of beneficial owners in case of global or other depository issues.

Rule 7 of the Companies (Management and Administration) Rules 2014 discuss Foreign Register of Members, Debenture – holders, other security holders or beneficial owners.

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MAINTENANCE OF THE REGISTER OF MEMBERS OR DEBENTURE – HOLDERS


Sub – section (1) of Section 88 of the Companies Act 2013 not only cost on company an obligation to keep registers of members, debentures or other security holders but also cost an obligation to maintain these registers. Rules 5 of the Companies (Management and Administration) Rules 2014 lay down manner of this maintenance.

Every company shall maintain the registers in the following manner namely:-

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REGISTER OF MEMBERS


Every company shall keep a register of members in accordance with Section 88(1) of the Companies Act, 2013. Rule 3 of the Companies (Management and Administration) Rules 2014 discuss the particulars in the register of members.

Every company Limited by shares shall from the date of its registration maintain a register of its member in Form MGT – 1. [Rule 3(1)]

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