Section 94: Place of keeping and inspection of registers, returns, etc
This section is for regulating the keeping and inspection of a company's registers, returns, and other documents.
The section, clause by clause
What the section says
In plain terms
(1)The registers required to be kept and maintained by a company under section 88 and copies of the annual return filed under section 92 shall be kept at the registered office of the company:
A company must keep the registers and copies of annual returns at its registered office, but can also keep them at another place in India if more than one-tenth of its members reside there and it has been approved by a special resolution.
provisoProvided that such registers or copies of return may also be kept at any other place in India in which more than one-tenth of the total number of members entered in the register of members reside, if approved by a special resolution passed at a general meeting of the company 8***:
provisoProvided further that the period for which the registers, returns and records are required to be kept shall be such as may be prescribed.
(2)The registers and their indices, except when they are closed under the provisions of this Act, and the copies of all the returns shall be open for inspection by any member, debenture-holder, other security holder or beneficial owner, during business hours without payment of any fees and by any other person on payment of such fees as may be prescribed.
The registers and copies of returns must be open for inspection by members and certain other individuals during business hours without a fee, and by other people on payment of a prescribed fee.
(3)Any such member, debenture-holder, other security holder or beneficial owner or any other person may—
Members and certain other individuals can take extracts from the registers or returns without a fee, or require a copy on payment of a prescribed fee, except for certain prescribed particulars.
(3)(a)take extracts from any register, or index or return without payment of any fee; or (b) require a copy of any such register or entries therein or return on payment of such fees as may be prescribed. 9[Provided that such particulars of the register or index or return as may be prescribed shall not be available for inspection under sub-section (2) or for taking extracts or copies under this sub-section.].
(4)If any inspection or the making of any extract or copy required under this section is refused, the company and every officer of the company who is in default shall be liable, for each such default, to a penalty of one thousand rupees for every day subject to a maximum of one lakh rupees during which the refusal or default continues.
If a company refuses an inspection or extract, it and its officers can be liable for a penalty of 1,000 rupees per day, up to a maximum of 1 lakh rupees.
(5)The Central Government may also, by order, direct an immediate inspection of the document, or direct that the extract required shall forthwith be allowed to be taken by the person requiring it.
The Central Government can order an immediate inspection of a document or direct that an extract be allowed to be taken.
The right-hand column is written from the section text, not quoted from it, and it has no legal force. Where the two differ, the left-hand column is the law.
Amendment notes
- 1. Ins. by Act 1 of 2018, s. 23 (w.e.f. 5-3-2021).
- 2. Subs. by S.O. 1177 (E), dated 29th April, 2014 for certain words (w.e.f. 29-4-2014).
- 3. The words “within the time as specified, under section 403” omitted by Act 1 of 2018, s. 23 (w.e.f. 7-5-2018).
- 4. Subs. by Act 22 of 2019, s. 15, for sub-section (5) (w.e.f. 2-11-2018).
- 5. Subs. by Act 29 of 2020, s. 20, for “fifty thousand rupees” (w.e.f. 21-12-2020).
- 6. Subs. by s. 20, ibid., for “five lakh rupees” (w.e.f. 21-12-2020).
- 7. Subs. by s. 20, ibid., for “punishable with fine which shall not be less than fifty thousand rupees but which may extend to five lakh rupees” (w.e.f. 21-12-2020).
- 8. The words “and the Registrar has been given a copy of the proposed special resolution in advance” omitted by Act 1 of 2018, s. 25 (w.e.f. 13-6-2018).
- 9. The proviso ins. by Act 1 of 2018, s. 25 (w.e.f. 13-6-2018).
- 1. Subs. by Act 1 of 2018, s. 26, for “Provided that” (w.e.f. 13-6-2018).
This section refers to
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Reproduced from the official India Code print for reference. Check the current text on India Code before you rely on it, and read the section alongside its Rules. Nothing here is legal advice.