What Are Company Statutory Books? The Registers You Must Keep

Under UK law, a private limited company must maintain statutory books as official internal records showing how it is run. Investors, banks, government agencies, regulatory bodies and directors are examples of parties that may refer to these records to support their decision-making. The Companies Act 2006 sets out rules for what statutory books and records limited companies in the UK must keep. The Companies (Company Records) Regulations 2008 detail the location and inspection rules for certain company records.

Statutory Registers and Company Statutory Books

A statutory register formally lists specific information about the company. Following changes to company law, the register of members remains the principal statutory register that companies must maintain internally. This register is the prima facie evidence of who owns a company under section 127 of the Act. 

Collectively, the statutory books bring together internal registers and official records to show a business follows all the rules set by UK company law. These can be kept in hard copy or electronically.

The records required to be kept may include:

• A register of members
• Directors’ board meeting minutes
• Minutes and records of members’ meetings and resolutions
• Directors’ service contracts or written memoranda of their terms
• Qualifying indemnity provisions
• Copies of documents creating or amending company charges

The company secretary is usually responsible for maintaining the company’s statutory registers and corporate records. While a private limited company is not legally required to have a secretary, a secretary can help ensure compliance with the Companies Act. 

As a UK professional business service provider, Uniwide Formations offers professional company secretarial and business services to UK companies to ensure the accuracy of their register of members and company records.

Changes to Internal Registers

Changes to the Companies Act 2006 introduced from 18 November 2025 mean companies are no longer required to maintain the following internally:

• Register of directors
• Register of secretaries
• Directors’ residential addresses
• Register of PSCs 

This requirement was removed as part of Companies House reforms introduced under section 51 of the Economic Crime and Corporate Transparency Act (ECCTA) 2023. Companies House now serves as the sole register of directors and PSCs, removing the need for companies to keep physical records of details such as the director service address. Companies must continue to file relevant updates with the central register. 

From 26 January 2026, the option to host a register of members at Companies House was removed. The law requires companies to hold this at their registered office address or at a single alternative inspection location (SAIL) address. 

Further reforms require companies to record a full list of shareholders, with their full legal names, in their internal register of members. They will also need to file a one-off complete list of shareholders with Companies House alongside their first confirmation statement once the rules take effect. An official date for the implementation of these requirements is yet to be announced.

The Register of Members Remains Central

The register of members is the legal record of the company’s shareholders and gives details of what they own and the rights they hold. It confers the actual legal title to the company’s shares. Failure to keep an accurate register is an offence that carries a fine for the company and for every officer in default. 

Section 113 of the Companies Act requires the register to contain specific shareholder information, including:

• Name and postal address
• Date membership was registered and ceased (if applicable)
• Number and class of shares held
• Amount paid or agreed to be considered as paid on the shares

The Companies Act 2006 Part 8, Chapter 2, requires that a company maintains its register of members and makes it available for inspection by any member of the company or the public. 

Companies are free to create their own register of members template or download a compliant version online that provides all the details set out in section 113. 

The registered office is the usual location for keeping company statutory records. Section 1136 allows them to be made available for inspection at a SAIL address. The Companies (Company Records) Regulations 2008 establish the framework for this alternative location, which must be in the same part of the UK as the company’s registered office.

A company using a SAIL address must notify Companies House of the location and details of the relevant records that are available there.

Minutes and Resolutions Form Part of the Statutory Records

Section 355 of the Companies Act 2006 requires limited companies to properly document important corporate decisions made through company meetings and resolutions. This includes:

• Copies of members’ resolutions passed outside of general meetings
• Minutes of general meetings
• Details of decisions taken by a sole member in the circumstances specified by the Act

Under section 248, minutes of directors’ meetings are also required to be captured officially.

Directors’ Service Contracts and Indemnities

Under section 228 of the Companies Act 2006, a company must keep available for inspection a copy of every director’s service contract with the company or a subsidiary. Where the contract is unwritten, the company must retain a written memorandum setting out its terms and make it available for inspection. The legislation also allows these records to be kept at the registered office or a SAIL address.

Section 237 outlines similar requirements for indemnities. A company must keep a copy of the qualifying indemnity provision, or a written memorandum of its terms if it is not in writing. Section 238 gives members statutory rights to inspect documents and request copies.

Documents Relating to Company Charges

When a company creates a registrable charge, the Registrar of Companies must register the charge with Companies House if form MR01 (statement of particulars) is delivered by the company or a party with an interest in it within 21 days starting from the day after the charge was created. Where a charge is created using a legal instrument, such as a debenture, a certified copy of this must accompany the form.

If the charge is not delivered in time, it automatically becomes void against the liquidator, an administrator and creditors under section 859H. In this instance, the full amount of secured money becomes immediately payable back to the lender by law.

Section 859P requires a company to also keep available for inspection copies of instruments creating or amending registrable charges. Under subsection (3), related documents incorporated into or referred to by the charge instrument but not inside the main charge itself must also be retained and available for inspection.

Section 859Q requires these documents to be available at the registered office or a permitted SAIL address. Subsection (4) details inspection rights, which give members and creditors access without charge, and others access on payment of the prescribed fee.

Failure to comply with a valid request to inspect charge documents is an offence under section 859Q that can result in fines for the company and every officer found in default.

Who Can Inspect Statutory Books?

Inspection rights depend on which record the request relates to and who is requesting access. Requests may also be subject to the submission of applications and payment of fees:

Statutory Record/Register	Directors	Members	Public or Third Parties	Section
Register of members	Yes	Yes	Yes	116
Register of charges (charges pre-6 April 2013)	Yes	Yes	Yes	877
Charge documents (charges post-6 April 2013)	Yes	Yes	Yes	859Q
Minutes of general meetings	Yes	Yes	No	358
Directors’ service contracts	Yes	Yes	No	229
Qualifying indemnity provisions	Yes	Yes	No	238
Board meeting minutes	No statutory right, but directors have a common-law right	No	No	N/A
Accounting records	Yes	No	No	388

For private limited companies, regulation 4 of the Companies (Company Records) Regulations 2008 requires statutory records to be available for inspection. Advance notice of at least 10 working days is required, reduced to two working days during general meeting notice periods or if a written resolution is circulating.

Sections 113 to 120 govern inspection rules for the register of members. Any member can inspect the register free of charge, but any non-member must pay a fee. Any request must include the person’s name, address and the purpose of the request. They must also disclose whether the data will be shared with anyone else. A company has 5 working days to comply or to apply to the court if it believes the request is improper.

Section 248 requires companies to document the minutes of directors’ meetings, but it does not confer any inspection rights on members or any other individual. Under section 388, accounting records must be available for inspection by company officers. This right is not extended to members or to third parties. 

Director and Shareholder Rights to Inspect Company Records

On 4 September 2026, the High Court dismissed an unfair-prejudice petition in the case Karen Elizabeth McIlroy v Deon Minaar & Ors [2026] EWHC 2281 (Ch) using the strict legal distinction under the Companies Act 2006 between a director’s right to inspect company information and that of a shareholder.

The petitioner, who was a 50% shareholder and director of the company, alleged her interests were harmed because she was denied access to the company’s online banking facilities. It was claimed that the restriction amounted to unfairly prejudicial conduct under section 994. 

The court ruled that while a director has statutory and common law rights to inspect corporate financial records, that does not automatically grant them the right to manage or operate the company’s bank accounts. The board can collectively withhold access from a single director if it believes it is in the company’s best interests. 

As a shareholder, the petitioner had no statutory right to inspect sensitive financial information and withholding access to the bank accounts did not constitute unfair prejudice against her as a shareholder. 

How Long Must Company Records Be Kept?

Some records must be kept for a statutory minimum period, but the Act distinguishes between different records and documents.

Record	Minimum Retention Period	Section
Register of members	Permanent (lifespan of the company) or 10 years for former members	113 and 121
Members’ resolutions and general meeting minutes	At least 10 years	355
Directors’ meeting minutes	At least 10 years	248
Directors’ service contracts	At least 1 year after termination or expiry	228
Qualifying indemnity provisions	At least 1 year after termination or expiry	237
Charge instruments	No fixed period – copies must be kept for inspection	859P and 859Q
Accounting records	3 years under section 388 (6 years for a public company), but HMRC requires 6 years from the end of the last financial year the records relate to	388

Which Statutory Books to Keep and How to Keep Them

Companies are legally bound to ensure all the records required by the Companies Act 2006 remain compliant and are made available at the correct location.

The core records to maintain include:

• A register of members that captures the names, addresses and shareholdings of current and past shareholders 
• The register of charges that tracks company mortgages and financial charges over assets that were created before 6 April 2013
• Copies of minutes and resolutions from board meetings and general meetings
• Records of share allotments and transfers and share application forms

To ensure accurate records are kept, a company can take specific actions:

• Notify Companies House within 14 days if a director is appointed, resigns or changes their details
• File changes to PSC status at Companies House within 14 days of confirming the details
• Update the register of members when new shares are issued and within two months of the exact date of any allotments 
• Register an approved share transfer within two months
• Use the confirmation statement process to reconcile internal statutory registers with Companies House records and correct any differences within 14 days after the 12-month review period ends
• Review the company’s filing at Companies House and physically or digitally confirm that the inspection location of records matches the registered office address or SAIL address
• Record the minimum retention periods for each record and check before anything is destroyed

Services You May Need

Company Secretarial Services

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