1. Register of Members

As per Section 88(1) of the Companies Act, 2013, every company is required to maintain a register of members (ROM), separately for:

• Equity shareholders,

• Preference shareholders, and

• Debenture holders or other security holders.

As per Rule 15 of the Companies (Management and Administration) Rules, 2014:

“The register of members shall be preserved permanently.”

✔ This applies to all companies, whether private or public.

📝 Note: In case of a company being wound up, the register must be maintained for 8 years after the dissolution of the company.

2. Annual Return (MGT-7 / MGT-7A)

Filed under Section 92 of the Companies Act, 2013.

🕒 Preservation Period:

According to Rule 15 of the Companies (Management and Administration) Rules, 2014:

“Copies of all annual returns and certificates shall be preserved for a period of 8 years from the date of filing with the Registrar.”

The classification depends on the capacity in which the amount is given — whether as a director or as a member (shareholder) — and the conditions attached to each case.

Under Rule 2(1)(c) of the Companies (Acceptance of Deposits) Rules, 2014, certain amounts are excluded from the definition of ‘deposit’, including:

📌 1. Amount received from a director (not a deposit)

As per Rule 2(1)(c)(viii):

“Any amount received from a director of the company… shall not be treated as deposit provided a declaration is obtained from the director that the amount is not given out of borrowed funds.”

✅ Conditions:

• A declaration in writing that funds are not borrowed.

• Disclosure in Board’s report.

📌 2. Amount received from a member (could be a deposit)

As per Rule 2(1)(c)(vi) (applicable only to private companies under certain exemptions):

A private company may accept money from its members subject to:

• Limit of 100% of paid-up share capital + free reserves + securities premium.

• Filing of Form DPT-3.

• Compliance with Board resolution and other prescribed conditions.

🛑 For public companies, money from members is generally treated as deposit, unless it falls under exempted categories.

💡 Now, if a person is both a Director and a Member, how to treat it?

• ✅ If the amount is received under Director’s category (with declaration and compliance), it will NOT be treated as deposit.

• ❌ If the amount is received as a Member/shareholder, it may be treated as deposit, subject to conditions and restrictions — especially in case of public companies.

Definition (Section 2(85) of the Companies Act, 2013):

A Small Company is a private company that satisfies both of the following conditions:

1. Paid-up share capital does not exceed ₹4 crore; and

2. Turnover as per its last Profit and Loss account does not exceed ₹40 crore.

🆕 (As per MCA Notification dated 15th September 2022, and reaffirmed in Budget 2024-25)

🚫 Exceptions – The following are not considered Small Companies:

Even if they meet the capital and turnover limits, the following cannot be classified as a small company:

• A public company

• A holding or subsidiary company

• A company registered under Section 8 (non-profit)

• A company governed by any special Act

Why Classification Matters?

Small companies enjoy certain benefits and compliances relaxations, such as:

• Exemption from cash flow statements.

• Lesser penalties for defaults.

• Simplified board meetings and annual returns (can be signed by one director).

• No need for rotation of auditors.

✅ 1. What is a Will?

A Will is a legal declaration by which a person (testator) expresses their intention about how their property should be distributed after death.

It is governed by the Indian Succession Act, 1925, and can be either registered or unregistered. Both are valid, but registration adds legal strength.

🎯 2. Benefits of Registering a Will

Although registration is not mandatory, registering a Will offers several advantages:

📝 3. How to Register a Will in India

Registration is done under Section 40 of the Registration Act, 1908. Here’s the simple step-by-step process:

🪪 Step 1: Draft the Will

• Clearly mention details of the testator, properties, beneficiaries, executor, and any conditions.

🧑‍⚖️ Step 2: Visit the Sub-Registrar

• Go to the Sub-Registrar Office in whose jurisdiction the Will is being executed.

• You may carry the Will with two witnesses (who also sign the Will).

📅 Step 3: Execution and Witnesses

• The testator must sign (or affix thumb impression) in presence of two witnesses, who also sign in presence of the testator.

🧾 Step 4: Pay Nominal Registration Fees

• The fee for registering a Will is very minimal (usually ₹100 or less, depending on the state).

📚 Step 5: Registration

• The Will is recorded and securely stored by the Registrar.

• The testator can later revoke or replace the Will by executing a fresh one.

📌 Important Notes:

• A Will can be registered even after the death of the testator by the executor or legal heirs.

• Even a registered Will can be challenged in court, but it has stronger evidentiary value.