The Importance of Statutory Registers

Up to date statutory registers are essential when it comes to a major event in the life of a company. When a significant share transaction or sale of a company is being negotiated, they are one of the first things a buyer's solicitor will ask for. Any shareholder of a UK company has the right to inspect a company's statutory registers by giving 10 working days' notice, so it is important to ensure that the registers can be made available at short notice.

The reality is that many directors and company secretaries are unaware of their corporate compliance duty, while some simply forget to keep the registers accurate and up to date.

Understanding which registers are mandatory by law and which are recommended as best practice can help companies stay compliant and well-organised.

Statutory Registers Required by Law

Under the Companies Act 2006, the current required statutory registers are as follows:

• Register of members
• Register of directors
• Register of directors’ usual residential addresses
• Register of secretaries
• Register of people with significant control (PSC register)

It is also considered best practice to keep the following:

• Register of allotment of shares
• Register of transfer of shares
• Register of charges (only those created before 6 April 2013)

The above registers should be kept at the company’s registered office or SAIL address.

Penalties for Non-Compliance

It’s important to note that company directors can face serious penalties for failing to comply with statutory register requirements. Both a company and its officers are committing a criminal offence if they fail to keep statutory registers and non-compliance can result in:

• Fines: Financial penalties can be imposed on directors
• Disqualification: Repeated breaches may lead to directors being disqualified from acting as a director for a specified period

Because of these potential penalties, diligent maintenance of statutory registers is not just best practice, its currently a legal obligation with serious consequences for non-compliance.

Impact of the ECCTA

As a result of the Economic Crime and Corporate Transparency Act (ECCTA 2023), from 18 November 2025, it will only be a legal obligation to keep and maintain the register of members and this must be kept internally by the company at its registered office or at a single alternative inspection location (SAIL). The next time your company’s annual confirmation statement (CS01) is due to be filed, you will need to file a full list of shareholders.

If your company has previously elected to keep its register of members on the public register at Companies House, it will be required to take them back and maintain them internally, you will need to: 

• Create and maintain a register of members
• Hold the register of members at your registered office address or SAIL address
• Contain a statement in the register that before this change, the information about the company’s members was held on the ‘central register’
• Make this register available for the public to view

Companies House has launched a dedicated website outlining the changes.

The ECCTA 2023 has further clarified and reduced the statutory record-keeping obligations of companies. From 18 November 2025, there will no longer be a requirement for companies to keep registers of:

• Directors
• Directors’ residential addresses
• Secretaries
• People with significant control (PSCs)

You’ll still have to register information about directors, secretaries and PSCs with Companies House and keep it up to date.

Without an obligation to retain these registers, for the purposes of due diligence on any future sale of a company, as well as any related warranties around maintenance of registers/compliance with laws, being able to produce historic registers may ease the process (although nearly all key information in local registers will already be available on the public register currently maintained by Companies House).

Although there will be no requirement to do so, keeping a full set of registers will still be considered to be best practice. After all, you will still need to know who your directors, PSCs and shareholders are.

Now is the time to dust off and review your statutory registers, Holmes & Hills LLP can help ensure your company's record-keeping practices meet both legal and best practice standards. If you need support checking your existing statutory registers, maintaining them in the future or reconstituting them from scratch, please get in touch, we are here to help.