The company refuses copies of member-register entries. Can NCLT order inspection?

Answered by Advocate Sharan Jain··Corporate & Commercial Law

Legal Shorts · 63 words

Distinguish the records. Section 94 inspection directions for member registers and annual returns are assigned to the Central Government, while section 119(4) gives NCLT a role for general-meeting minute books. Make a precise written request and use the remedy attached to that record, including prescribed exclusions and fees. Section 94(5) assigns the register inspection direction to the Central Government, not to the Tribunal.

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For the register of members and annual-return records, section 94(5) gives the immediate inspection-direction power to the Central Government, not to the NCLT. General-meeting minute books are different: section 119(4) gives the Tribunal a direction power after refusal or default. Identify the record you need before choosing the application.

What can a member inspect under section 94?

The section addresses registers maintained under section 88 and annual returns under section 92. Subject to the statutory conditions and prescribed exclusions, members and other specified holders can inspect during business hours without an inspection fee. Copies have their own prescribed-fee framework.

The 2017 amendment added a proviso allowing prescribed particulars to be withheld from inspection, extracts or copies. Do not demand unrestricted disclosure of every personal detail merely because you are a member. Ask for the entries and period needed to establish your legitimate company-law question, subject to the applicable rules.

Write to the company identifying your membership, the record, the entries or period and whether you want inspection, extracts or copies. Offer to comply with the applicable copying fee and lawful arrangements. Keep the request and response. A vague demand for all company records may be answered differently from a specific statutory request.

What if the company refuses?

Keep the refusal and seek advice on the section 94 enforcement and regulatory route, including the Central Government's direction power and the relevant delegated authority or filing channel. This answer does not assume that a local NCLT application is the correct standalone remedy for that refusal.

If an NCLT proceeding is already pending, document-production powers within that proceeding may be relevant. That is a different legal basis from saying section 94(5) itself gives NCLT the inspection power. State the basis accurately and connect the document to the dispute being heard.

When do the minute-book rules apply instead?

Section 119 concerns minutes of general meetings and resolutions by postal ballot. It gives members inspection rights and provides for copies within seven working days of a proper request and prescribed payment. After refusal or default, subsection 4 permits the Tribunal to direct immediate inspection or supply of the copy.

Rule 76 of the NCLT Rules provides an application in Form NCLT-9 for a direction concerning inspection of general-meeting minute books. Check the precise request and current filing directions. Do not treat this as an unrestricted right to board minutes or confidential business records.

How should I separate a mixed request?

Use two headings in the letter: register or annual-return records under section 94, and general-meeting minutes under section 119. Identify the dates and documents under each. Ask the company to state the legal reason for any refusal, rather than accepting the general answer that shareholders cannot see internal documents.

If you need proof of a disputed share transfer, the register history and transfer papers may require additional legal analysis. If you need to know what a meeting approved, the notice, explanatory statement and minutes may be the relevant bundle. The purpose helps identify the record and route.

What should I do next?

Send a precise written request, preserve membership proof and diary the applicable response period for the particular document. Take the refusal and complete correspondence for advice on the correct authority or Tribunal provision.

The important correction is small but consequential: not every company-record refusal belongs in the same NCLT form. Choosing the record first prevents a jurisdictional objection from consuming the time you needed to investigate the underlying issue.

This article is for general informational purposes only and does not constitute legal advice. Consult a qualified advocate for advice on your specific situation.

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Sources

The law this answer relies on, so you can read it yourself.

  1. 1.Companies Act, 2013, official Gazette text: sections 94 and119. Read the source
  2. 2.Companies (Amendment) Act, 2017, Gazette copy: section 25. Read the source
  3. 3.National Company Law Tribunal Rules, 2016: rule76. Read the source

The short answer's sources were checked on 29 September 2026. Statutes and judgments can change, so check the current position before you act on anything here.

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Answered by

Advocate Sharan Jain

Advocate based in Bangalore, practising before the Karnataka High Court and District, Sessions, Consumer and Family courts. Answers public legal questions to make Indian law more accessible.

This answer is general information on Indian law as at October 1, 2026, published for public education. It is not legal advice, it does not take account of your facts, and reading it does not create an advocate-client relationship. Law changes and every case turns on its own circumstances. Please consult a qualified advocate about your own matter.

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