4 Main records that private limited companies must keep
The following is a list of the records your company must keep sorted at the company’s registered office:
1) Register of members.
Under the 2006 Companies Act every limited company is required to keep a register of its members. This document will be evidence of the members of the company and the shares they hold. The register of members should include:
- The member’s name and address.
- The date on which the member was registered as a member.
- The date on which the member ceased to be a member.
- Where the company has a share capital:
- The number and class of shares held by the member; and
- The amount paid or agreed to be considered as paid for the member’s shares.
Allocation of shares should be registered within 2 months of allotment (unless a share warrant is issued). If shares are being transferred that should also be registered with Companies House within 2 months of the date of transfer.
If a company has more than 50 members it must keep an index of the names of the members of the company, that allows the members names to be easily identified.
2) Accounting records must be kept.
These must be detailed enough to show and explain the company’s transactions. They must also show that what the company’s financial position is at any given time.
3) Director’s meetings records.
Records should be kept of directors’ meetings for ten years from the date of the meeting. Minutes of meetings that have been signed, or authenticate by the chair of the meeting will be sufficient.
4) Member’s resolutions and meeting records.
Similarly, records should be kept of members’ resolutions and meetings for ten years from the date of the meeting or resolution. This should include minutes of all general meetings held, including meetings of any class of shareholders. Records of resolutions should be signed by a director or the company secretary.
From June 2016 private limited companies have been entitled to keep certain information that must be recorded on the public register, so that it is no longer necessary to keep and maintain the records separately.
This includes;
- The register of members.
- PSC register
- Register of directors
- Register of directors’ residential addresses
- Register of secretaries
The election to hold the directors’ details on the central register can be made at the time of registering the company or by the company itself giving notice any time after registration. The election will take effect when it has been registered by the Registrar and remains in force until either the company no longer exists or withdraws the election. During the period of election, the company will not need to keep a register of directors and their residential addresses. Any changes must be notified to the Registrar.
If you need advice on setting up a company (read 10 easy steps to setting up a limited company) or are concerned you are not keeping the correct records, please contact Julia Furley on 0207 388 1658 or by email at info@jfhlaw.co.uk.
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Julia Furley, Senior Barrister
Please note that the information contained in this article was correct at the time of writing. There may have been updates to the law since the article was written, which may affect the information and advice given therein.
