statutory registers
Discussion
Having running a Ltd company for 20 years I have been asked to supply a copy of the following
statutory registers
I have no idea what I am looking for never mind what they are.
If it makes any difference we have 2 directors and 4 share holders all with 25%
Any help would be much appreciated.
Thanks
statutory registers
I have no idea what I am looking for never mind what they are.
If it makes any difference we have 2 directors and 4 share holders all with 25%
Any help would be much appreciated.
Thanks
If you have never updated them since you incorporated the company, then just pay your accountant or lawyers to update them. Much easier than trying to do the entries yourself.
Or if there have been lots of changes over the years, then there are specialist company secretarial businesses who will do this for you.
Or if there have been lots of changes over the years, then there are specialist company secretarial businesses who will do this for you.
trickywoo said:
I never knew it was an option to have your own statutory register and not on companies house.
I guess that means you don t need to complete an annual confirmation statement.
Not an option at all.I guess that means you don t need to complete an annual confirmation statement.
All limited companies are obliged in law to keep "statutory books". These are not the accounting records but a book containing copies of all the various forms filed at Companies House, share certificates issued to hareholders, the share registry (showing who the shareholders are and any transactions involving the issue or transfer of shares). The register should also contain signed and dated copies of shareholder and directors' meetings.
In the modern age, these "books" can be maintained in recognised and accepted electronic formats.
What is submitted to Companies House is on the public records. Most of the details shown in the company's own statutory books are not available to the public, but might need to be made available to relevant government authotrities, such as HMRC.
The obligation to submit the annual "Confirmation Statement" and annual accounts will always be there.
The huge oddity here is that anyone should ask to see "statutory registers" at all. That person only has to click online to see them for free at Companies House. Just stick in the company name and there's all the information.
Having said that, and judging by the nonsense I get asked, I'll bet a pound to a penny it's some idiot working for a high street bank and going through yet another "computer says" box ticking process.
Having said that, and judging by the nonsense I get asked, I'll bet a pound to a penny it's some idiot working for a high street bank and going through yet another "computer says" box ticking process.
Panamax said:
The huge oddity here is that anyone should ask to see "statutory registers" at all. That person only has to click online to see them for free at Companies House. Just stick in the company name and there's all the information.
Having said that, and judging by the nonsense I get asked, I'll bet a pound to a penny it's some idiot working for a high street bank and going through yet another "computer says" box ticking process.
Companies House will contain SOME data on a limited company but the statutory registers that are SUPPOSED to be held by the company itself should contain a LOT more information than what is in the public domain.Having said that, and judging by the nonsense I get asked, I'll bet a pound to a penny it's some idiot working for a high street bank and going through yet another "computer says" box ticking process.
For example, minutes of directors' and shareholders' meeting are not held at Companies House, but SHOULD be maintained in the company's statutory books.
Panamax said:
The huge oddity here is that anyone should ask to see "statutory registers" at all. That person only has to click online to see them for free at Companies House. Just stick in the company name and there's all the information.
Having said that, and judging by the nonsense I get asked, I'll bet a pound to a penny it's some idiot working for a high street bank and going through yet another "computer says" box ticking process.
Only that’s not correct. Having said that, and judging by the nonsense I get asked, I'll bet a pound to a penny it's some idiot working for a high street bank and going through yet another "computer says" box ticking process.
See the post above which explains what the statutory registers are.
What’s reported at Companies House is based on the reporting requirements for that type of company (the vast majority are private companies limited by shares).
What’s in the company’s statutory registers will have some overlap of what is required to be at Companies House but is actually based on different requirements.
It’s all - but not all - pretty much derived from the Companies Act, which is a huge piece of legislation and which gorma the basis of company law in England and Wales.
For the OP, it’s worth asking the requester if this is really what they want to see. If it is, then the requester may need to be specific as to which registers they are interested in. And then have the written up.
By the way, it’s within the formal duties of all directors to ensure that all company registers are maintained and up to date.
Hate to come across as all lawyerly (I generally try to avoid it) but this stuff is companies 101.
Over the past 30 years it has become so easy for individuals to set up limited companies that the actual complexity of company law is not really known by those who operate through their own small limited companies.
Even though it is now possible for a limited company to be set up by just a single individual (in the past limited companies needed to have a minimum number of people listed as directors and/or Company Secretary), the legal background behind how limited companies should be structured are very detailed and laid out in the (pretty enormous) Companies Act.
Even though it is now possible for a limited company to be set up by just a single individual (in the past limited companies needed to have a minimum number of people listed as directors and/or Company Secretary), the legal background behind how limited companies should be structured are very detailed and laid out in the (pretty enormous) Companies Act.
Any company that's got home made "registers" in 2025 which aren't a real-time match with Companies House is living among the dinosaurs. As EricMc has indicated, it's been online, electronic and immediate for a very long time. Most registers at Companies House will be the company's register in real time. The days of papers stuffed in a drawer and records not updated should be long gone.
As for whether it's easy for anyone to set up a company, yes it is - although there's much tighter control over names and personal identification than used to be the case.
As for whether it's easy for anyone to set up a company, yes it is - although there's much tighter control over names and personal identification than used to be the case.
The information held at Companies House is nowwhere near detailed enough to satify the legal requirements of keeping a Company Register/Statutory Books.
Relying on the Company House information as a substitute for keeping the records required by law would be an indication that the director(s) does not understand the law properly.
Relying on the Company House information as a substitute for keeping the records required by law would be an indication that the director(s) does not understand the law properly.
Companies Act:
In this Part “company records” means—
(a)any register, index, accounting records, agreement, memorandum, minutes or other document required by the Companies Acts to be kept by a company, and
(b)any register kept by a company of its debenture holders.
Form of company records
(1)Company records—
(a)may be kept in hard copy or electronic form, and
(b)may be arranged in such manner as the directors of the company think fit, provided the information in question is adequately recorded for future reference.
(2)Where the records are kept in electronic form, they must be capable of being reproduced in hard copy form.
No need for those old shelves full of paper and Companies House should be up to date in real time. If somebody wants to see "registers" they should be right there for the public to click on.
In this Part “company records” means—
(a)any register, index, accounting records, agreement, memorandum, minutes or other document required by the Companies Acts to be kept by a company, and
(b)any register kept by a company of its debenture holders.
Form of company records
(1)Company records—
(a)may be kept in hard copy or electronic form, and
(b)may be arranged in such manner as the directors of the company think fit, provided the information in question is adequately recorded for future reference.
(2)Where the records are kept in electronic form, they must be capable of being reproduced in hard copy form.
No need for those old shelves full of paper and Companies House should be up to date in real time. If somebody wants to see "registers" they should be right there for the public to click on.
Nope.
There will be other elements of the Statutory Books which do not need to be submitted to Companies House but which should be retained by the company. A prime example of these statutory records would be meetings of minutes.
I agree that certain aspects of a limited company should be on the public record at Companies House. But not absolutely EVERYTHING.
This is an example of an old style Company Register that was generally kept at the company's registered office.
These types of records are still required but can be kept in electronic form.
There will be other elements of the Statutory Books which do not need to be submitted to Companies House but which should be retained by the company. A prime example of these statutory records would be meetings of minutes.
I agree that certain aspects of a limited company should be on the public record at Companies House. But not absolutely EVERYTHING.
This is an example of an old style Company Register that was generally kept at the company's registered office.
These types of records are still required but can be kept in electronic form.
Panamax said:
Companies Act:
In this Part company records means
(a)any register, index, accounting records, agreement, memorandum, minutes or other document required by the Companies Acts to be kept by a company, and
(b)any register kept by a company of its debenture holders.
Form of company records
(1)Company records
(a)may be kept in hard copy or electronic form, and
(b)may be arranged in such manner as the directors of the company think fit, provided the information in question is adequately recorded for future reference.
(2)Where the records are kept in electronic form, they must be capable of being reproduced in hard copy form.
No need for those old shelves full of paper and Companies House should be up to date in real time. If somebody wants to see "registers" they should be right there for the public to click on.
Those in bold are not required to be kept at Companies House.In this Part company records means
(a)any register, index, accounting records, agreement, memorandum, minutes or other document required by the Companies Acts to be kept by a company, and
(b)any register kept by a company of its debenture holders.
Form of company records
(1)Company records
(a)may be kept in hard copy or electronic form, and
(b)may be arranged in such manner as the directors of the company think fit, provided the information in question is adequately recorded for future reference.
(2)Where the records are kept in electronic form, they must be capable of being reproduced in hard copy form.
No need for those old shelves full of paper and Companies House should be up to date in real time. If somebody wants to see "registers" they should be right there for the public to click on.
trickywoo said:
I d be surprised if more than 1 in 100 companies keep anything more than what s required on companies house.
I d guess at less than 1 in 10k ever needing to produce the documents to a third party that wasn t buy-in or similar related.
Agreed.I d guess at less than 1 in 10k ever needing to produce the documents to a third party that wasn t buy-in or similar related.
For instance, HMRC are within their powers to ask to see the minutes of directors' meetings where the various dividends were proposed and agreed. Any payments to director/shareholders classified as dividends but which are not backed up by the relevant board room minutes can be disallowed as dividends and reclassified as loans to the directors - which might not be good for the company.
However, HMRC never really exercises this power. I am convinced that the original reason why Making Tax Digital for limited companies (in its original form) would have been used to review such transactions. In its original form, HMRC would have been getting full details of all transactions in a company's bookkeeping and accounting records.
However, MTD for limited companies has now been officially abandoned - although HMRC has stated that it still wants "digital solutions" for company records - but nobody knows what HMRC means by this. My hunch is that they don't really know either.
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