What is happening with Statutory Registers?

The Economic Crime and Corporate Transparency Act 2023 (“ECCTA”) has introduced the greatest changes to UK company law in recent years; notably including the need for directors and persons of significant control (“PSC”) to verify their identity with Companies House, Companies House being granted new enforcement powers to challenge false entries and apply sanctions, and the introduction of the new ‘failure to prevent fraud’ offence.

Another key change is that companies no longer need to keep certain statutory registers. Much of the information in these registers is available at Companies House (or should be, if filings have been carried out diligently). The move to abolish certain statutory registers aims to remove duplication of records and the risk of conflicting information, and to strengthen Companies House’s role as an authoritative holder of information.

The main changes

A company’s statutory registers (also known as ‘statutory books’) are records companies are obliged to keep – for example, regarding who the members (or ‘shareholders’) of the company are. ECCTA has reduced the number of statutory registers companies must keep. Companies are now no longer obliged to maintain:

• a register of directors
• a register of directors’ residential addresses
• a register of secretaries
• a PSC register.

Companies must, of course, continue to file changes in respect of the above – all the more so now that Companies House has enhanced enforcement powers, marking a shift from being merely a record keeper to actively interrogating the accuracy and submission of company information.

Companies can still opt to maintain these registers locally, and it may be advisable to do so. Good corporate governance and record-keeping make a company more marketable, provide an audit trail, and could allow the company to cross-check for errors in filings at Companies House – essentially using the local registers as a back-up source of information.

What hasn’t changed?

In contrast to the above, companies must still maintain a register of members. From 26th January 2026, the option for companies to use the central register of members at Companies House was removed – therefore, all companies must have their own local register of members. The register of members must be kept at a company’s registered office or at a single alternative inspection location (SAIL). It can be in digital form, but it must be convertible into physical form.

Failure to maintain an up-to-date and accurate register of members can result in the commission of a criminal offence – yet apart from the threat of criminal sanction, it is essential that companies maintain a properly constituted register of members, particularly because it is essentially proof of the legal ownership of the company.

Furthermore, whilst most statutory registers are no longer required to be maintained, statutory registers from before January 2026 must still be kept for record-keeping, especially as these will be scrutinised during legal due diligence when a company is sold.

Continuing good corporate governance

Companies still must keep a record of decisions – every director in default commits an offence and could also be subject to civil action and director disqualification.

Companies must keep copies of board minutes for at least ten years after the date of the meeting. A company’s articles of association may also stipulate that copies of written resolutions of the board are also kept.

In a similar vein, companies must also keep copies of members’ resolutions passed otherwise than at general meetings, minutes of general meetings, and details of decisions provided by a sole member.

Conclusion

Although ECCTA has abolished the need to keep certain statutory registers, it is still advisable for companies to keep these registers as prudent corporate housekeeping. Furthermore, it cannot be emphasised enough that companies are now fully responsible for maintaining their own register of members and must continue to keep records of corporate decision-making.

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