Companies Act Section 94 — Place of keeping and inspection of registers, returns, etc
CHAPTER VII MANAGEMENT AND ADMINISTRATION
Commercial / Corporate
Summary
Sub-section (1) states that the registers a company must keep under section 88, and the copies of the annual return filed under section 92, must be kept at the company's registered office. However, these registers or copies of the return may also be kept at any other place in India where more than one-tenth of the total number of members listed in the register of members reside, provided this is approved by a special resolution passed at a general meeting of the company. The period for which these registers, returns, and records must be kept is to be as prescribed by rules.
Sub-section (2) provides that the registers and their indices, except when they are closed under the provisions of the Act, and the copies of all returns, must be open for inspection by any member, debenture-holder, other security holder, or beneficial owner during business hours without any fee. Any other person may also inspect them, but on payment of such fees as may be prescribed.
Under sub-section (3), any such member, debenture-holder, other security holder, beneficial owner, or any other person may take extracts from any register, index, or return without paying any fee, or may require a copy of any such register, entries in it, or return on payment of such fees as may be prescribed. However, such particulars of the register, 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.
Sub-section (4) states that 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 during which the refusal or default continues, subject to a maximum of one lakh rupees.
Sub-section (5) provides that the Central Government may, 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.
Official Text
(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:
Provided 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***:
Provided 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.
(3) Any such member, debenture-holder, other security holder or beneficial owner or any other person may—
(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.
(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.