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Section 91 of the Companies Act 2013: Power to Close Register of Members or Debenture-Holders or Other Security Holders

SECTION-91 (Power to Close Register of Members or Debenture-Holders or Other Security Holders) under CHAPTER-VII (Management and Administration) of the Companies Act, 2013

(1) A company may close the register of members or the register of debenture-holders or the register of other security holders for any period or periods not exceeding in the aggregate forty-five days in each year, but not exceeding thirty days at any one time, subject to giving of previous notice of at least seven days or such lesser period as may be specified by Securities and Exchange Board for listed companies or the companies which intend to get their securities listed, in such manner as may be prescribed.

(2) If the register of members or of debenture-holders or of other security holders is closed without giving the notice as provided in sub-section (1), or after giving shorter notice than that so provided, or for a continuous or an aggregate period in excess of the limits specified in that sub-section, the company and every officer of the company who is in default shall be liable to a penalty of five thousand rupees for every day subject to a maximum of one lakh rupees during which the register is kept closed.

Extra Notes for Readers

(1) The Companies Act, 2013 received the assent of the President on the 29th August, 2013 (Published in the Gazette of India, Extraordinary, Part II - Section 1 by Ministry of Law and Justice, Legislative Department on 30th August, 2013) - link

(2) Section 91 of the Companies Act 2013 was notified by MCA Notification S.O. 2754(E) dated 12th September 2013 (w.e.f. 12th September 2013) - link

(3) Further, refer the following rule(s) of the Companies (Management and Administration) Rules, 2014 - link
  • Rule 10 - Closure of Register of Members or Debenture Holders or Other Security Holders
[Note: Please also check further amendments to the Companies (Management and Administration) Rules, 2014]

This page was last updated on 13th March, 2017.

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