Edward Craft
- Partner
- Corporate
Streamlining company registers – changes from November 2025
In this latest instalment of our series of articles tracking implementation of the extensive changes to company law and practice under the Economic Crime and Corporate Transparency Act 2023 (ECCTA), we set out detail of the significant changes to the requirements for company registers, which will come into effect on 18 November 2025.
What’s changing?
Certain registers no longer required
Companies will no longer be required to keep the following registers as part of their company registers (also known as statutory books):
- register of directors;
- register of directors’ residential addresses;
- register of secretaries; and
- register of people with significant control.
Instead, existing obligations to file equivalent information with Companies House will be strengthened. These changes reduce duplication in company records and mitigate the risk of inconsistency between company registers and filings.
Which registers and records does a company have to keep?
From 18 November, companies will be obliged to keep the following registers and records, either in their company registers or centrally in filings at Companies House:
| Register or record | Where held |
|---|---|
| Mandatory records | |
| Register of members | Locally
Previously, companies could elect to hold this information centrally at Companies House. This option is being withdrawn – see below for further information. |
| Register of directors | Companies House |
| Register of directors’ residential addresses | Companies House |
| Register of secretaries | Companies House |
| Register of people with significant control | Companies House |
| Minute books (recording minutes of directors’ and shareholders’ meetings) | Locally |
| Register of charges | Companies House (and, in some circumstances, locally)
All charges granted by companies must be individually registered at Companies House in order to have proper legal effect. Charges created before 6 April 2013 should also be recorded in a local register of charges. Charges created since 6 April 2013 may optionally also be recorded in a local register of charges. |
| Other records | |
| Register of directors’ interests | Locally
While directors have an obligation to disclose relevant interests in relation to the company, there is no obligation for the company to record them. Nonetheless, it is best practice to keep a register of interests disclosed by directors. |
The above is not an exhaustive list, and companies may be required to keep additional records in respect of certain transactions or events.
Changes to requirements for registers of members
The requirement to maintain a register of members (in the case of a company limited by shares, the shareholders) will remain, bolstered by new changes intended to improve the quality of information contained in them. From commencement of the new rules, registers of members must contain (in addition to existing requirements):
- for members who are individuals, their forename and surname (i.e. no shortenings or initials), unless that individual is a peer or individual usually known by a title, in which case that title may be entered in place of a forename and surname;
- for members that are bodies corporate or firms which are legal persons, their corporate or firm name; and
- for all members, a service address.
To assist companies in complying with the new requirements, duties are being introduced for members to provide the required information about themselves within two months of becoming a member, and to give notice of relevant changes to their required information to companies of which they are members within two months of such changes occurring. Companies will also have a new power to require their members or former members to provide the required information where they fail to do so. These new duties and powers will be backed up by offences for the failure of members to provide required information and for providing information which is misleading, false or deceptive.
In a notable change, non-traded companies will be required to retain historical versions of the required information of their members, and to record the dates on which changes to required information are made. This will include keeping previous addresses and names in the register. Old information must be retained until ten years after the date on which a person ceases to be a member, unless a court orders otherwise.
ECCTA also abolishes the existing option for private companies to use the central register to record membership information, instead of maintaining a local register of members. The removal of the central register is expected to be effective from 18 November 2025, along with the other changes above.
How to prepare
The changes present a good opportunity to review your existing registers and check that filings for your company at Companies House are up to date, as is best practice and in accordance with your company officers’ duties under the Companies Act 2006.
If you currently use Companies House’s central register to record membership information, you should begin to move this information to a ‘local’ register of members, so that you are ready for the removal of the central register service expected to take effect on 18 November 2025.
Directors and company secretaries should also consider whether the existing format of their company’s register of members is suitable for the additional information (including old versions of that information) that it will soon need to contain.
You can keep up with the other changes to company law being implemented by ECCTA, and check that the changes covered in this article come into effect as expected on 18 November 2025, on GOV.UK’s dedicated ‘Changes to UK company law’ website here.
Read on for more information about the format of company registers and what to do if your company registers contain incorrect or incomplete information; or if they have been lost.
Company registers – frequently asked questions
Given that most other forms of company registers will no longer be required following the upcoming implementation of changes to the requirements for company record keeping under ECCTA, these FAQs focus on registers of members, which companies must continue to keep after the changes take effect.
- What is a register of members? The Companies Act 2006 requires that companies maintain a register of certain prescribed information about their members. For private limited companies with a share capital, the register of members contains information about the company’s shareholders, who are also known as ‘members’ of the company. The register of members is often contained within a set of other registers, together known as the ‘statutory registers’ or ‘statutory books’ of a company. These will usually have been created when the company was incorporated.
- Must company registers be kept in hard copy? No, company registers can be kept in electronic form as long as the system is accurate and it is possible to reproduce them in hard copy, so that they may be inspected at the company’s registered office or single alternative inspection location. Company registers should be kept securely with measures in place to prevent falsification of records, for example password-protecting an electronic document containing the registers or keeping hard copy records in a bound book where it is more difficult to swap pages.
- Can company registers be converted from hard copy into electronic form? As the amount of information to be contained in registers of members increases, we expect many companies currently maintaining physical registers will wish to migrate their registers into electronic form. The Companies Act 2006 does not specify a particular format for company registers provided that the information within them is adequately recorded for future reference. Provided therefore that the records are replicated accurately in the new format, hard copy registers may be converted into electronic form.
- Who is responsible for maintaining company registers? The officers of the company (such as directors and, where appointed, the company secretary) have responsibility for maintaining company records. Failure to do so as required by the Companies Act 2006 is an offence by the officers of the company and often also by the company itself.
- How should errors in registers of members be rectified? The Companies Act 2006 provides that persons ‘aggrieved’, or affected, by erroneous records in a register of members may apply to court for an order that the register is corrected. That person could be the company or one of its members. In some circumstances, straightforward and uncontroversial clerical errors in registers of members can be rectified without application to the court. You should seek legal advice about the best way to rectify errors in your register of members.
- What should be done if a company’s register of members has been lost or destroyed? Companies are required to keep a register of members under the Companies Act 2006, and failure to do so is an offence by the officers of the company (directors and the company secretary, if one has been appointed) who are in default. The register of members is of particular importance because it serves as prima facie evidence of the ownership of shares in a company, which means it is a key document in any share sale or purchase transaction. If you are selling shares in a company with missing or incomplete statutory registers, you may need to give the buyer an indemnity in respect of your title to the shares. Where a company has never had a register of members or its register has been lost or destroyed, a register should be created (or ‘reconstituted’) based on the other records of the company and its filing history at Companies House. Where there is any uncertainty as to the company’s current and historical membership information, it may be necessary to apply to the court for an order as to rectification of the register of members under the Companies Act 2006. You should seek legal advice to ensure that your register of members is reconstituted properly, so as to avoid inadvertently falsifying records or creating a liability for your company to members whose information may have been incorrectly recorded.
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