# Register of Members, Debenture-holders and Other Security Holders
## Overview
Every company must maintain statutory registers to record details of those who hold securities issued by the company. These registers form the official, legal record of ownership.
## Registers Required [Section 88]
| Register | Form | For Whom |
|---|---|---|
| Register of Members | MGT-1 | Equity & Preference shareholders (kept separately) |
| Register of Debenture-holders | MGT-2 | Debenture-holders |
| Register of Other Security Holders | MGT-2 | Holders of other securities |
## Place of Keeping Register [Section 94]
The register can be kept at:
- Registered office of company (default), or
- Other place by passing Special Resolution, provided such place is:
- Within the same city/town/village as the registered office, or
- Any place in India where more than 1/10th of total members reside.
## Time of Making Entry
- Entry in register: within 7 days of approval by BOD/Committee (for allotment, transfer/transmission, duplicate certificate, buyback, etc.).
- Listed companies (in or outside India): details of pledge, charge, lien or hypothecation created by promoters must be entered within 15 days of such event.
## Index of Register
- An index of names must accompany the register.
- Not required if members ≤ 50.
- Entry in index must be made simultaneously with the register entry.
## Authentication
Entries in registers (including foreign register) and index must be authenticated by:
- Company Secretary, or
- Any person authorised by BOD.
## Inspection, Extracts and Copies [Section 94]
- Open for inspection during business hours, for a period not less than 2 hours every working day (as decided by BOD).
- Free inspection: Member, debenture-holder, other security-holder, beneficial owner.
- Paid inspection: Any other person on payment of fees specified in AOA (maximum ₹50 per inspection).
- Extracts: Free of cost.
- Copies: Fees ≤ ₹10 per page; supplied within 7 days of fee deposit.
Restrictions on disclosure: Address, email ID or PAN/UIN of a member shall NOT be made available for inspection.
If inspection/extract/copy is refused:
- CG (delegated to RD) may direct immediate compliance.
- Penalty: Company & officer in default — ₹1,000 per day per default (max ₹1 lakh).
## Other Provisions
Register shall include:
- Names of all joint holders – they may request entry order but cannot insist on only one name appearing.
- If member is a minor – name entered only if guardian details are available; guardian's name also entered.
- Reference to any order by SEBI or other authority (attaching security, remittance of dividend/interest or rectification).
## Penalty for Default [Section 88]
| Defaulter | Penalty |
|---|---|
| Company | ₹3 lakhs |
| Officer in default | ₹50,000 |