Register and Index of Debenture Holders

Every company shall keep in one or more books a register of the holders of its debentures and enter therein the following particulars namely:

1) The name and address and occupation if any of each debenture holder;
2) The debentures held by each holder, distinguishing each debenture by its number except where such debentures are held with a depository and the amount paid or agreed to be considered as paid on those debentures.
3) The date at which each person was entered in the register as a debenture holder and
4) The date at which any person ceased to be a debenture holder.

Every company having more than 50 debentures holders, shall keep an index of the names of the debenture holders of the company. The register and index of beneficial owners maintained by a depository under section 11 of the Depositories Act, 1996 shall be an index to be members and register and index of debenture holders as the case may be.

Power to close register of members or debenture holders: A company may, after giving not less than 7 days previous notice by advertisement in some newspaper circulating in the district in which is the registered office of the company is situated close to the register of the members for any period, or periods not exceeding in the aggregate 45 days in each year, but not exceeding 30 days at any one time.

Place of keeping and inspection of register: The register of members and the index of members shall be kept at the registered office of the company . They may be kept at any place within the city. Town or village in which the registered office is situated if such other place has been approved by a special resolution by the company in its general meeting and the Registrar has been given in advance a copy of the proposed special resolution.

The Central Government has prescribed rules under Companies (Preservation and Disposal of Records) Rules 1966 for the preservation and for the disposal whether by destruction or otherwise of the registers and other records and documents of the company .The register of members being a public document should be open during the business hours to the inspection of any member without fee. Outsiders can inspect on payment of a fee of Rs 1/-

Foreign Registers:

A company which has a share capital or which has issued debentures may, if so authorized by its articles keep in any state or country outside India a branch register of members or debenture holders resident in that state or country. Such as register is called a Foreign register.

The company shall file with the Registrar notice of the situation of the officers where such register is kept within 30 days from the date of opening of any foreign register . A foreign register shall be deemed to be part of the company’s register of members.

Annual Returns:

Every company has to every year with the registrar annual returns containing certain particulars . The annual returns shall give the particulars as on the date of holding the annual general meeting or on the date when the annual general meeting of the company should have been held. . The following particulars shall be furnished by a company having share capital and by a company not having a share capital.

By company having share capital: Every company having a share capital; shall within 60 days from the day on which each of the annual general meeting is held prepare and file with the Registrar a return containing the particulars specified in Part I & II of schedule V, as they stood on that day regarding its:

1) Registered office
2) Register of members;
3) Register of debenture holders;
4) Shares and debentures
5) Indebtedness
6) Members and debenture holders past and present;
7) Its directors, managing directors, manager and secretary past, present;
8) Names and addresses of, and number of equity shares held by each of the following namely;

a) Foreign holdings
b) Government sponsored financial institutions
c) Bodies corporate (not covered under (a) and (b) above).
d) Directors and their relatives their shareholding and directorships.
e) Other top shareholders.

Source: Business Law