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10@12 Webinar: The register of members: when it goes wrong and how to put it right

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Every company is legally obliged to maintain a register of members, which constitutes prima facie evidence of its membership. This talk explores the issues which may arise in relation to the maintenance and accuracy of the register and how to deal with them. In particular, we will examine when a claim for rectification under s. 125 of the Companies Act 2006 may be necessary and the practical considerations associated with bringing such a claim.

10 bullets:
1. The duty to maintain a register of members.
2. The importance of properly maintaining a register of members and the possible consequences of failing to do so.
3. The wider significance of the register of members, including whether it is conclusive evidence of the company’s membership.
4. Possible issues that may arise in relation to the maintenance of the register, including the loss of the register and the need to correct errors in the register.
5. The availability of rectification under s 125 of the Companies Act 2006 (“CA 2006”), including the impact of the Economic Crime and Corporate Transparency Act 2023.
6. The nature of the relief which can be ordered under s 125 CA 2006.
7. Who may make an application to Court for rectification of the register, which parties should be joined as respondents and the evidence required to support such an application.
8. Whether, instead of seeking an order under s 125 CA 2006, a company could instead use a “self-help” remedy.
9. When it is appropriate to obtain a court order to rectify the register.
10. Orders which are likely to be sought alongside rectification and alternative claims to rectification.

Barristers
Nigel Dougherty
Olivia Tolson