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Microlesson · 5-min read

Maintenance and Preservation of Incorporation Documents

# Maintenance of Incorporation Documents at the Registered Office

## The Rule

The company shall maintain and preserve copies of all the documents and information that were originally filed for incorporation at its registered office — for the entire duration of its existence, i.e., until its dissolution under the Act.

## Why is this required?

  • The incorporation documents (MOA, AOA, declarations, identity proofs, address proofs, etc.) form the founding record of the company.
  • They establish the company's legal identity, constitutional powers, and the basis on which the Registrar issued the Certificate of Incorporation.
  • They may be required for:
  • Inspection by shareholders, creditors, and regulators
  • Legal proceedings (e.g., disputes about object clause, vires of contracts)
  • Investigation by the Registrar, SFIO, or Tribunal
  • Verification by auditors

## Key Points to Remember

  • Location: At the registered office of the company (not at any branch or director's residence).
  • Form: Copies as originally filed — meaning the version filed with the ROC, not any amended version.
  • Period: From incorporation till dissolution (i.e., for the entire life of the company).
  • This is in addition to (not instead of) statutory registers and books of account required under other provisions.

Worked example

### Example 1

Example: XYZ Pvt Ltd was incorporated in 2018. In 2026, a creditor files a suit alleging that a contract entered into by XYZ in 2020 was ultra vires its object clause. The court asks XYZ to produce the MOA as originally filed. Because Section 7(4) obliges the company to maintain incorporation documents at its registered office until dissolution, XYZ must produce the original-as-filed MOA — not merely the current amended version.

⚠️ Common exam mistakes

  • Believing the obligation ends after the company is incorporated. The obligation runs until dissolution.
  • Storing the documents at a branch office or with the company secretary's personal files instead of the registered office.
  • Maintaining only the current (amended) versions of MOA/AOA. The Act requires copies as originally filed.
  • Confusing this with the books of account requirement (8 years under Section 128) — incorporation documents must be kept till dissolution.
Bare-Act text Section 7(4) · Companies Act, 2013 · click to expand
The company shall maintain and preserve copies of all the documents and information as originally filed at its registered office, till its dissolution under this Act.
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