Sections 119 and 120 of Companies Act, 2013: Inspection of Minute-Books and Electronic Records
Sections 119 and 120 of the Companies Act, 2013 deal with a member's right to inspect and obtain copies of general meeting minutes and the statutory framework for keeping, inspecting and supplying company records in electronic form.
Updated: 17 September 2026
Section 119 - Inspection of Minute-Books of General Meeting
Meaning: Section 119 gives members a statutory right to inspect the books containing minutes of general meetings and resolutions passed by postal ballot. It also provides a right to obtain copies of those minutes, subject to the Act and the prescribed rules.
Where the minute-books must be kept
Under Section 119(1), books containing the minutes of proceedings of any general meeting of a company, and minutes of resolutions passed by postal ballot, are required to be kept at the company's registered office.
Right of inspection by a member
The minute-books must be open during business hours for inspection by any member without charge. A company may impose reasonable restrictions through its articles or by a decision in general meeting, but at least two hours on every business day must be allowed for inspection.
Right to Obtain Copies of General Meeting Minutes
Section 119(2) provides that a member who requests a copy of minutes covered by Section 119(1) is entitled to receive it within seven working days, on payment of the prescribed fee.
Penalty for Refusal or Failure and Power of the Tribunal
Under Section 119(3), if inspection is refused or a requested copy is not furnished within the specified period, the company is liable to a penalty of Rs. 25,000. Every officer of the company who is in default is liable to a penalty of Rs. 5,000 for each refusal or default, as the case may be.
Section 119(4) further empowers the National Company Law Tribunal, without prejudice to action under Section 119(3), to direct immediate inspection of the minute-books or direct that the required copy be sent forthwith to the person requiring it.
Section 120 - Maintenance and Inspection of Documents in Electronic Form
Meaning: Section 120 is an enabling provision. Without prejudice to other provisions of the Companies Act, 2013, documents, records, registers, minutes and similar records that a company is required to keep, or that may be inspected or supplied as copies under the Act, may be kept, inspected or supplied in electronic form in the prescribed form and manner.
Rules Governing Electronic Records
Section 120 is supplemented by Rules 27 to 30 of the Companies (Management and Administration) Rules, 2014. Rule 27 addresses maintenance and inspection of documents in electronic form. Following the 2014 amendment, the relevant language in Rule 27(1) is permissive: eligible companies may maintain the prescribed records electronically.
- Electronic records should remain in the statutory format and contain the information required by the Act and rules.
- Records should be readable, retrievable and reproducible in printed form.
- Where digital dating or signing is required, the electronic system should support it and protect signed records from unauthorised alteration.
- Related rules address security of electronic records, inspection and supply of copies, and consequences of non-compliance.
| Provision | Key requirement or right |
|---|---|
| Section 119(1) | General meeting and postal ballot minute-books kept at registered office and open to members for free inspection, subject to reasonable restrictions and at least two hours on each business day. |
| Section 119(2) | Member may obtain a copy within seven working days after making a request and paying the prescribed fee. |
| Section 119(3) | Penalty for refusal of inspection or failure to supply a copy within time. |
| Section 119(4) | Tribunal may order immediate inspection or immediate supply of the required copy. |
| Section 120 | Permits prescribed company records, inspection and copies to be maintained or provided electronically in the prescribed manner. |
Official Legal Resources
For the authoritative statutory text and current regulatory material, refer to the India Code portal and the Ministry of Corporate Affairs. Readers should check the latest notifications and amendments before acting on a compliance issue.