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Must a company allow anyone access to its register of members?

If the request for access includes the name and address of the person seeking access and a statement of what the information will be used for, whether it will be shared with anyone else and if so, to whom and for what purpose, then the company, within five working days, must either comply with the request for access or apply to the court to be relieved from the obligation. The court will allow the company not to comply if it is satisfied that the access is not being sought for a proper purpose.

Section 117, Companies Act 2006.s

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What is a proper purpose for access to a company's register of members?

It is for the court to determine whether any particular application is for a proper purpose.

Section 117, Companies Act 2006.

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How much may a company charge for a copy of its register of members

The fee depends on the length of the register. The fees for inspection and copying of company records and registers are set in Regulations.

The Companies (Fees for Inspection and Copying of Company Records) Regulations 2007 S.I. 2007/2162

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Is the company required to provide copies electronically or in hard form?

If so requested, a company must provide a copy in hard form. If requested to provide a copy electronically, the company must do so only if it keeps the record electronically.

Companies (Company Records) Regulations 2008 (S.I. 2008/3006) 

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How much may a company charge those inspecting its register of members or other records?

£3.50 an hour or part of an hour.

The Companies (Fees for Inspection and Copying of Company Records) Regulations 2007 S.I. 2007/2162. 

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Where can a company’s records be inspected?

A company’s records can be inspected at either its registered office or its “single alternative inspection location” (“SAIL”), or at a combination of the two. If any records are not kept available for inspection at its registered office, the company must notify Companies House of its SAIL and which records are available for inspection there.

Sections 114, 162, 228, 237, 275, 358, 702, 720, 743, 805, 809, 877, 892 & 1136. Companies Act 2006 and Companies (Company Records) Regulations 2008 (S.I. 2008/3006)

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If a company had previously notified Companies House that its Register of Members is kept at an address, will this address be its SAIL?

No. If a company wishes to have a “single alternative inspection location” (“SAIL”), then it must notify the address to Companies House.

The SAIL is not equivalent to the place where the company’s register of members is made up. It is the place where specified records are available for inspection. Companies will be able to use electronic communications so that the place of inspection can be different to the place where the records are maintained.

Sections 114, 162, 228, 237, 275, 358, 702, 720, 743, 805, 809, 877, 892 & 1136. Companies Act 2006 and Companies (Company Records) Regulations 2008 (S.I. 2008/3006)

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Are companies required to keep all their registers at the same place?

No. The requirement applies to where registers and records are kept available for inspection; this place need not be where they are maintained. Furthermore, records subject to different requirements, eg the register of members and the register of directors, may be kept available for inspection at different places - provided that one is at the company's registered office and the other is at the single alternative inspection location that the company has notified to Companies House. In practice, if a company’s register of members will be open to inspection at their registrars’ offices then this address will have to be the SAIL, and all records will have to be available for inspection either there or at its registered office (or at a combination of both), as suits the particular company.

The 2006 Act (section 1136(6)) provides that all the records subject to a particular requirement to keep company records be kept available for inspection at the same place. (So for example, all records relating to the register of directors must be available in one place, whether at the registered office or the SAIL.)

Section 1136, Companies Act 2006.

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How will the reduction in the time for which a company is liable for claims arising from errors in its register of members affect proceedings relating to such errors?

There is a tapered implementation of the reduction in the time for which a company is liable. In the case of errors made before 6 April 2008, the case must be brought within twenty years after the error was made or ten years after commencement of section 128, whichever first occurs.

Section 128, Companies Act 2006; Companies Act 2006 (Commencement No 5, Transitional Provisions and Savings) Order 2007 (S.I. 2007/3495)

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