Minutes of general meetings are open for inspection by any member:
Where: Kept at the company's registered office
When: During business hours
Cost: Free of charge
Subject to: Reasonable restrictions in AOA or set in general meeting
Minimum: At least 2 hours per business day must be allowed
## Right to Copy of Minutes
A member can request a copy of minutes within 7 working days of payment of prescribed fee.
Fee: Not exceeding ₹10 per page (as per articles).
Soft copy for last 3 FYs: Member entitled to receive free of charge.
## Note on Scope
This section applies only to general meeting minutes. Minutes of Board/Committee meetings are NOT open to inspection by members.
## Penalties (Sec 119(3))
Default
Penalty
Company - refusal/delay
₹25,000
Officer in default
₹5,000 (each refusal/failure)
## Power of Tribunal
If the company refuses or defaults:
The Tribunal can order immediate inspection of minute books, OR
Direct the copy to be sent to the requesting person.
## Summary of Rule 26
Item
Detail
Request period for copies
7 working days
Maximum fee
₹10 per page
Free soft copies
Meetings of last 3 FYs
Worked example
### Example 1
Example 1: Mr. A, a member of PQR Ltd, requests a copy of the AGM minutes of FY 2022-23 on 1st May 2024. By when must the company provide it, and at what cost?
Answer: The company must provide the copy within 7 working days of payment of fee. Since the AGM falls within the last 3 financial years, Mr. A is entitled to a soft copy free of charge under Rule 26.
### Example 2
Example 2: A company restricts inspection of minutes to 30 minutes per day. Is this valid?
Answer: No. Sec 119(1) provides that not less than 2 hours per business day must be allowed for inspection. The restriction is invalid.
⚠️ Common exam mistakes
Confusing 'business days' with calendar days for the 7-day fee response period.
Believing members can inspect Board meeting minutes under Sec 119 — they cannot; only general meeting minutes.
Forgetting that the Tribunal can step in if the company defaults in providing inspection.
Charging more than ₹10 per page despite the cap in Rule 26.
Bare-Act text Section 119 read with Rule 26 · Companies Act, 2013 · click to expand
Sec 119(1): The books containing the minutes of the proceedings of any general meeting of a company or of a resolution passed by postal ballot, shall — (a) be kept at the registered office of the company; and (b) be open, during business hours, to the inspection by any member without charge, subject to such reasonable restrictions as the company may, by its articles or in general meeting, impose, so however that not less than two hours in each business day are allowed for inspection.