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Companies Act, 2013 · Chapter VII · Management and administration
Section 88 of the Companies Act, 2013 Register of members, etc.
In force Change proposed — not yet law Explainer reviewed 23 October 2026
Who it applies to
- Every company
What the section says
- Registers to keep: members (separately for each class of equity and preference shares, showing residents and non-residents), debenture-holders, and any other security holders (s.88(1)).
- Each register must include an index of names (s.88(2)).
- For shares held in demat form, the depository's register and index of beneficial owners under section 11 of the Depositories Act, 1996 is deemed to be the company's register (s.88(3)).
- If its articles allow, a company may keep part of the register outside India as a 'foreign register' for members and security holders resident outside India (s.88(4)).
Penalty for breach
| Who | Consequence |
|---|---|
| The company | Penalty of ₹3 lakh |
| Every officer in default | Penalty of ₹50,000 |
Section 88(5) as substituted by the Companies (Amendment) Act, 2020 w.e.f. 21 Dec 2020.
Related sections
Sections this one refers to:
Sections that refer to this one:
Common questions
Is it compulsory to maintain a register of members?
Yes, for every company, in the prescribed form (MGT-1 under the Companies (Management and Administration) Rules, 2014). Failure attracts a penalty of ₹3 lakh on the company and ₹50,000 on each officer in default.
Type a section number (185, 10A) or a plain topic
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Talk to us →Section number, heading and status: Companies Act, 2013 as consolidated on India Code (amendments to about 2020–21). Sources for this page: Companies Act, 2013: India Code consolidated text. Reviewed 23 October 2026. General information, not legal advice; confirm on the official sources before relying on a provision.