Brad is on the roll of solicitors of England & Wales but does not hold a practising certificate and does not provide legal advice.
Updated June 2026 · England & Wales
Every private company registered in England and Wales has a set of statutory housekeeping duties that rarely get the attention they deserve. The Companies Act 2006 requires directors to maintain a defined set of registers, keep them at a known location, and make parts of them available for inspection.
Miss any of this and you risk penalties, awkward questions from shareholders, or problems when you come to sell, refinance, or restructure. This page walks through what the law expects a small or owner-managed company to hold on file, where those records should sit, how the registered office and SAIL location fit together, and how changes get notified to Companies House.
If you are a new company secretary, a founder wearing that hat yourself, or an accountant picking up the tidy-up job, the goal here is to give you a clear picture of the moving parts.
Overview
Statutory registers are the internal books of record that a UK company is legally required to maintain. They are separate from the filings held publicly by Companies House, although the two overlap. The core registers cover members (shareholders), directors, directors' residential addresses, secretaries, charges over company assets, and people with significant control.
Some companies also keep a register of directors' interests and a register of transfers, depending on their articles and circumstances. These books must be kept either at the registered office or at a nominated Single Alternative Inspection Location, known as a SAIL.
The SAIL is simply a second address that the company has formally notified to Companies House as the place where certain records can be inspected. Members and, for some registers, the public have inspection rights, so the records need to be accessible during working hours.
Since 2016, private companies have also had the option to keep certain registers on the central register at Companies House rather than maintaining their own internal version, though many advisers still prefer the traditional approach for control and privacy reasons.
Key steps
Confirm your registered office and, if relevant, your SAIL. Your registered office is the legal address for service, and it must appear on company stationery and the Companies House record. If you want to keep inspection records somewhere different, set up a SAIL address and file the appropriate notification so the public knows where to look.
Build the core set of statutory registers. At minimum, prepare a register of members, a register of directors, a register of directors' residential addresses (kept private), a register of secretaries if you have appointed one, a register of charges where security exists, and a PSC register recording people with significant control. Accuracy matters more than format.
Keep the registers up to date after every change. Share transfers, new appointments, resignations, address changes, and PSC changes all need to be reflected promptly. Many of these changes also trigger a Companies House filing, so treat the internal update and the public filing as a single task rather than separate jobs.
Record board decisions properly. Where the company moves its registered office, adopts a SAIL, changes officers, or approves share issues, the directors should pass a written resolution or minute a board meeting. These minutes sit alongside the registers and form part of the company's permanent record.
Review annually and reconcile with the confirmation statement. Once a year, when the confirmation statement is due, cross-check your internal registers against the public record at Companies House. Fix any mismatches, update the HMRC contact address if it has changed, and keep a dated note of the review.
Q Which registers does a small private company actually have to keep?
As a minimum, most private companies need a register of members, a register of directors, a register of directors' residential addresses, a register of secretaries where one is appointed, a register of people with significant control, and a register of charges if the company has granted security. Other registers, such as directors' interests or share transfers, may be required by your articles or good practice.
Q What is a SAIL address and do I need one?
A Single Alternative Inspection Location is a second address, notified to Companies House, where a company can keep its statutory registers open for inspection instead of at the registered office. You do not need one. Many companies keep everything at the registered office. A SAIL can help where the registered office is a residential address and you want inspection to happen elsewhere.
Q How do I change the registered office address?
You file form AD01 with Companies House, normally after a board resolution approving the change. The change takes effect when Companies House registers it. You should also update HMRC, your bank, insurers, and anyone else who writes to the company. Letterheads, websites, and email footers should be refreshed so the new address appears on official communications.
Q Can I keep my statutory registers electronically?
Yes. The records can be held in any form, including as spreadsheets or within secretarial software, provided they can be reproduced in hard copy when needed and are available for inspection. What matters is accuracy, completeness, and the ability to produce the information promptly when a member or, for some registers, a member of the public asks to see it.
Q What happens if a company fails to keep proper registers?
Failure to maintain the required statutory registers is an offence under the Companies Act 2006, and the company and its officers can face penalties. Beyond the legal risk, missing records cause real practical problems during due diligence on a sale, investment, or bank lending, and can lead to disputes between shareholders where ownership is unclear.
Q Is the register of members the same as the shareholder list at Companies House?
They are linked but not identical. The register of members is the company's own definitive record of who owns the shares. The information filed at Companies House is a snapshot confirmed through the confirmation statement. Legal title to shares sits with entry on the internal register, so keeping it accurate is more than an administrative nicety.
Q Do I need to record directors' residential addresses separately?
Yes. The Companies Act 2006 treats a director's usual residential address as protected information. It must be held on a separate register that is not open to public inspection, and only a service address appears on the public record. This protects directors from having their home address widely available through the Companies House search.
Statutory records can feel fiddly, especially when a company changes address, takes on new shareholders, or updates its directors. An experienced legal adviser can talk through your setup on the phone and help you think through what to keep and where, based on what you describe.
✓Plain-English answers to your specific questions about registers
✓A clear steer on what to keep at the registered office or SAIL
✓Practical perspective on notifying Companies House of changes
✓Help thinking through your next steps based on what you describe
Personal call · For information only · Independent advisers
Written & reviewed by
Brad Askew Solicitor (non-practising)
Brad is on the roll of solicitors of England & Wales but does not hold a practising certificate and does not provide legal advice. LegalDocuments.co.uk is not a law firm and does not provide regulated legal advice.
This article is for general information only. It is a tool to help you find your way — not legal advice, and not a substitute for speaking to a qualified adviser about your situation.