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Books of Account and Statutory Registers Under Companies Act 2013

Companies must maintain specific books of account and statutory registers under Companies Act 2013. Learn about mandatory registers, inspection rights, digitization, and penalties ...

TaxClue Team Tax & Compliance Expert

May 13, 2026 3 min read 1 views Updated Jun 16, 2026

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Maintaining proper books of account and statutory registers is a fundamental compliance obligation under the Companies Act 2013. These records ensure transparency, accountability, and provide an audit trail for corporate transactions.

Books of Account: Section 128

Every company must prepare and keep books of account and financial statements at its registered office (or such other place in India as the Board may decide) containing a record of:

All sums of money received and expended
All sales and purchases of goods and services
Assets and liabilities of the company
Items of cost as may be prescribed for companies engaged in production/processing/manufacture

Requirements for Books of Account

Requirement	Provision
Double-entry system	Accrual basis, double-entry system required
Preservation period	8 years from end of financial year (or from date of completion if pending litigation)
Place of maintenance	Registered office (or any other place in India notified to ROC in Form AOC-5)
Branch accounts	Branch books may be maintained at branch; summaries sent to registered office every 15 days
Electronic records	Permitted if accessible and retrievable easily

Mandatory Statutory Registers

Companies must maintain the following statutory registers:

Register	Section	Form
Register of Members	Section 88	MGT-1
Register of Debenture Holders	Section 88	MGT-2
Register of Directors and KMP	Section 170	MBP-4
Register of Charges	Section 85	CHG-7
Register of Contracts (with related parties)	Section 189	MBP-4
Register of Loans, Guarantees and Investments	Section 186(9)	MBP-2
Register of SBOs (Significant Beneficial Owners)	Section 90	BEN-3
Register of Director's Shareholding	Section 170	MBP-4

Register of Members: Key Requirements

The Register of Members is the most important statutory register. It must contain:

Names and addresses of members with nature of membership
Date of entry as member and cessation
Number and amount of shares held
Amount paid/agreed to be paid on shares
Distinctive numbers of shares (for physical shares)
PAN, email, and Aadhaar (for digital records)

For listed companies, the Register of Members is maintained by the Registrar and Transfer Agent (RTA), which also maintains the demat account records through NSDL/CDSL.

Inspection Rights

Register	Right of Inspection	Charges
Register of Members	Members: free; Others: fee	Rs.5 per page
Register of Charges	Any person: free	Nil
Register of Directors	Members: free	Nil
Register of Contracts	Members: free	Nil

Digitization of Registers

Companies may maintain registers in electronic form complying with Rule 27 of Companies (Management and Administration) Rules 2014. Key requirements:

Data must be backed up regularly
Adequate security systems in place
Accessible for inspection at registered office
Printed copy to be made available on demand
For listed companies, software must be compatible with RTA systems

Penalties for Non-Maintenance

Failure to maintain required registers and books of account attracts penalties under various sections:

Section 128: Company fined Rs.5 lakh to Rs.25 lakh; MD/CFO/officer in charge fined Rs.1 lakh to Rs.5 lakh
Section 88 (Register of Members): Fine Rs.50,000 to Rs.3 lakh; each officer Rs.10,000 to Rs.1 lakh
Section 189 (Register of Contracts): Company officer fine Rs.25,000 to Rs.1 lakh

Secretarial Audit Check: During Secretarial Audit, the practicing company secretary verifies maintenance of all statutory registers. Observations on incorrect or incomplete registers are included in the Secretarial Audit Report in Form MR-3, which is annexed to the Board's Report and made public.

Need Help with Compliance?

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Frequently Asked Questions

For how many years must books of account be preserved?

Books of account and financial records must be preserved for 8 years from the end of the financial year to which they relate. Where any investigation is pending, records must be kept until the investigation is concluded.

Can books of account be maintained electronically?

Yes, books of account can be maintained in electronic form. They must be backed up regularly, have adequate security measures, be accessible for inspection at the registered office, and printed copies must be provided on demand.

Who can inspect the Register of Members?

Members can inspect the Register of Members free of charge during business hours. Any other person may inspect on payment of Rs.5 per page. Members can also demand copies at prescribed charges.

What is Form MBP-1 used for?

Form MBP-1 is used for disclosure of interest by directors. Directors must disclose their interest in contracts, entities, or matters at the first board meeting or whenever their interest changes, and this is recorded in Form MBP-1.

Where must statutory registers be kept?

Statutory registers must generally be kept at the registered office of the company. They may be kept at other places in India if approved by members through ordinary resolution, in which case the registered office must maintain an index.

What is the penalty for not maintaining the Register of Members?

For failure to maintain Register of Members, the company may be fined Rs.50,000 to Rs.3 lakh, and each officer in default may be fined Rs.10,000 to Rs.1 lakh per default under Section 88 of the Companies Act 2013.