Companies (Management and Administration) Amendment Rules, 2022
Companies (Management and Administration) Amendment Rules, 2022
The Central Government has notified Companies (Management and Administration) Amendment Rules, 2022 to amend the Companies (Management and Administration) Rules, 2014. With this amendment, MCA introduces a list of particulars of the register/ index/return of the members of a company which shall not be made available for any inspection.
Insertion of New Rule 14 (3) Companies (Management and Administration) Rules, 2014
The Companies (Management and Administration) Amendment Rules, 2022 inserts a proviso in Rule 14 which deals with the Inspection of registers, and returns. The proviso states a list of particulars of the register or index or returns in respect of the members of a company shall not be made available for any inspection.
The following particulars of Registers, Index or Return of a member of a company shall not be available for inspection or taking extracts or copies under sub-section (3) of Section 94 of Companies Act 2013 namely
- Address or Registered Address ( in case of body corporate)
- Email id
- Unique Identification Number
- PAN
Companies (Management and Administration) Amendment Rules, 2022
Companies (Management and Administration) Amendment Rules, 2022 is proposed to protect the privacy of shareholders and bondholders by excluding their personal information from the details that need to be made available to the public on request.
As mentioned above, The Companies (Management and Administration) Rules, 2014 so far provided for a holder of a security or a member of the public on paying a fee to inspect a company’s shareholders.
The Companies (Management and Administration) Amendment Rules protect certain information about the members from being made public. Companies (Management and Administration) Amendment Rules, 2022 specifies that certain particulars of the register or index or return in respect of the shareholders or debenture holders or holders of any security of the company need not be made available for inspection or copying.
Information includes the address of the member or registered address in case of a body corporate, e-mail ID, unique identification number (UIN), and Permanent Account Number (PAN).
As per the Companies (Management and Administration) Rules, 2014, the registers and indices maintained and copies of returns prepared should be open for inspection during business hours on every working day for any member, debenture holder, or other security holder or beneficial owner without payment of a fee. Any other person can access these on payment of a fee. Now, the Companies (Management and Administration) Amendment Rules, 2022 specify that the registers, indices, and copies of returns prepared should not be open for any inspection.
Inspection of registers, returns – Rule 14 of Companies (Management and Administration) Rules, 2014
Rule 14 of Companies (Management and Administration) Rules, 2014 is attached here for reference:
“The registers and indices maintained pursuant to section 88 and copies of returns prepared pursuant to section 92, shall be open for inspection during business hours, at such reasonable time on every working day as the board may decide, by any member, debenture holder, other security holder or beneficial owner without payment of fee and by any other person on payment of such fee as may be specified in the articles of association of the company but not exceeding fifty rupees for each inspection.
Explanation. – For the purposes of this sub-rule, a reasonable time of not less than two hours on every working day shall be considered by the company
Any such member, debenture holder, security holder or beneficial owner, or any other person may require a copy of any such register or entries therein or return on payment of such fee as may be specified in the articles of association of the company but not exceeding ten rupees for each page. Such copy or entries or returns shall be supplied within seven days of deposit of such fee.
(3) Notwithstanding anything contained in sub-rules (1) and (2), the following particulars of the register or index or return in respect of the members of a company shall not be made available for any inspection under sub-section (2) or for taking extracts or copies under sub-section (3) of section 94, namely:-
- address or registered address (in case of a body corporate);
- e-mail ID;
iii. Unique Identification Number;
- PAN Number.”.
