What are statutory registers?
Companies in the UK are required by law to create and maintain a collection of registers which are known as the company’s statutory registers (or statutory books) to include:
- register of members;
- register of people with significant control (“PSC”);
- register of directors;
- register of directors’ residential addresses;
- register of secretaries (if applicable); and
- register of charges.
It is important to maintain up to date registers, and whilst many companies will maintain the necessary filings at Companies House, sometimes updating their registers is overlooked (they are not the same thing!). If a company does not abide by the requirement to keep statutory registers, the company and its officers will have committed an offence that may result in a fine up to £5,000.
Who has a right to see your statutory registers?
Any person may inspect a company’s register of members provided they have a “proper purpose”’ for doing so. Legislation does not define what a “proper purpose” is and so the question of what a “proper purpose” is would be decided by the courts. Whilst companies may be keen to protect information in the registers, failure to comply with a valid request is a criminal offence.
Should you opt to keep your company registers at Companies House?
Under the provisions of s1135 Companies Act 2006 the company books may be kept in hard copy or electronic form (provided that they are capable of being reproduced in hard copy). They must be kept at the registered office of the company, or at a single alternative inspection address (such as your solicitors). The company’s officers are also obliged to take adequate precautions to prevent any potential falsification of the company books e.g. keep them in a secure cabinet with restricted access.
Can’t I just keep Companies House up to date?
A company can choose to send the information usually kept in its statutory registers to the Registrar of Companies to be shown on the public register at Companies House. Whilst this may seem like an attractive option, it is not commonly used as you would be putting more information in the public domain than you need to, some of which is sensitive personal information about directors and shareholders (i.e. dates of birth and home addresses).
Companies can revert to keeping the registers at their registered office, but any information placed on the public record while the registers were held at Companies House will continue to remain part of the public record.
Why are statutory registers so important?
The register of members is particularly important as this is the definitive record of who a company’s shareholders are. If your name does not appear in the register of members you are not legally a shareholder!
How Murrell Associates can help
Murrell Associates offer a company secretarial service that takes on the administrative burden of complying with these regulations and lets business owners concentrate on running their businesses. For more information please contact Philip Connor by email at Philip.firstname.lastname@example.org.