Treat inspection and copies as separate rights
Section 119 of the Companies Act, 2013 covers minute books of general meetings and resolutions passed by postal ballot. A member can inspect without charge during business hours, subject to reasonable restrictions imposed by the articles or in general meeting. The permitted inspection time must be at least two hours in each business day. This is distinct from a member's request for a copy, which carries a seven-working-day period under section 119(2), subject to prescribed fees. Do not apply the statutory member route automatically to board or committee minute books.
Read the applicable text: ICSI Revised Secretarial Standard on General Meetings, paragraph 17.6 Companies Act, 2013, section 119 Companies (Management and Administration) Rules, 2014, Rule 26.
Identify the request and preserve the date
Record when the company received the request, which proceeding is requested, membership evidence and whether the member wants inspection, a copy or both. For copies, ask for the request in writing and record any applicable payment separately. Use receipt to track the seven working days and follow up on any fee promptly. Identify the actual working-day calendar and target a response within the statutory period; avoid waiting for an internal meeting to release a completed record. If the request is unclear, seek a precise description promptly and preserve the original receipt date.
Work out the applicable fee and format
Check Rule 26 and the articles for the charge on copies of general meeting minutes; the ceiling is ₹10 per page or part of a page, and the articles may specify a lower charge. The rule provides a free soft copy for a member requesting minutes of previous general meetings held during the three immediately preceding financial years. Read the applicable ICSI Secretarial Standard on General Meetings for the relevant procedure, including requests for copies. Do not charge for inspection or treat the ceiling as an automatic fee.
Use the official minute book and handle defaults
Reconcile the issued copy to the final record. Under SS-2, a minute extract is issued after signing, though a resolution passed at the meeting can be issued before the minutes are signed if it is duly certified as the Standard specifies. Log the authorised dispatch and evidence of provision. Section 119(4) allows the Tribunal to direct immediate inspection or prompt sending of a copy in a refusal or default case, without prejudice to action under subsection (3). Escalate a missed due date and make the record available promptly; curing the delay does not erase the original timeline.
Six worked illustrations
All facts and amounts are fictional. Calculations illustrate the stated assumptions, not a predetermined legal outcome.
Illustrative example 1: Minimum inspection window
A company proposes 45 minutes on each business day. It must allow at least 120 minutes, so the proposal is 75 minutes short on each such day.
Illustrative example 2: Copy fee under articles
The articles set ₹6 per page and a paid copy has 14 pages. Charge ₹84 if the fee applies; ₹140 would merely be the rule's ceiling for 14 pages.
Illustrative example 3: Soft copy within the covered years
A company with a 31 March year-end receives a request in FY 2026–27 for a soft copy of a general meeting in FY 2024–25. A 12-page copy eligible for the free route costs ₹0, irrespective of the ordinary page charge.
Illustrative example 4: Working-day illustration
An otherwise complete request arrives Monday 7 September 2026, with any applicable fee paid on receipt. On an assumed Monday–Friday calendar with no intervening holidays, the seventh working day after receipt is Wednesday 16 September 2026.
Illustrative example 5: Intervening non-working day
On the same assumed weekday calendar, if Friday 11 September is a non-working day, the seventh working day moves to Thursday 17 September.
Illustrative example 6: Split two records
A request covers a 9-page set and a 5-page set of general meeting minutes; only the first qualifies for a free soft copy. At an articles fee of ₹8 per page for the second, the supported charge is ₹40.
Ten-step verification table
| Step | Action | Evidence |
|---|---|---|
| 1 | Log request receipt | Timestamp and original communication |
| 2 | Confirm membership | Register or depository evidence |
| 3 | Identify relevant proceedings | Meeting date or postal ballot record |
| 4 | Distinguish access from copy | Request classification |
| 5 | Set compliant inspection hours | Articles, resolution and calendar |
| 6 | Calculate working days | Documented business calendar |
| 7 | Check free-copy eligibility | Format and financial-year evidence |
| 8 | Confirm applicable charges | Articles and copy length |
| 9 | Match the issued record | Official minute book and dispatch record |
| 10 | Escalate exceptions | Decision, due date and corrective action |
Sixteen practitioner FAQs
1. Can inspection be charged for?
Section 119(1) provides inspection without charge for members.
2. Does a two-hour slot mean every request needs a two-hour appointment?
No. It is the statutory minimum time to allow inspection on each business day.
3. Can the company impose any restrictions it likes?
Restrictions must be reasonable and imposed in the manner set out in the section.
4. Where are these books kept under section 119?
At the registered office.
5. Are board minutes covered by this member access right?
Section 119 concerns general meeting minutes and postal ballot resolutions.
6. Are postal ballot resolutions within the statutory scope?
Yes. Identify the relevant record and apply section 119.
7. How is the seven-day period expressed?
Seven working days after the member makes the request to the company under section 119(2), subject to payment of the prescribed fee.
8. Should holidays be excluded automatically by the ERP?
Use the actual working-day calendar and retain it.
9. Is ₹10 always charged per page?
No. It is the Rule 26 ceiling for the applicable copy fee.
10. Can a recent general meeting soft copy be free?
Yes, where the Rule 26 conditions are met.
11. Is an agenda an adequate substitute?
No. Provide the requested minutes.
12. How should a mixed request be handled?
Separate inspection from copies and assess each record and format.
13. Can proof of a director's approval substitute for provision of the copy?
No. Preserve proof that the record was provided.
14. What if the member requests multiple meetings?
Identify and track each record against the applicable dates and fee rules.
15. What if the company misses the deadline?
Escalate, provide the copy promptly and assess statutory consequences.
16. Can the Tribunal order access?
Yes. Section 119(4) provides a route following refusal or default.
Official sources
ICSI Revised Secretarial Standard on General Meetings, paragraph 17.6 Companies Act, 2013, section 119 Companies (Management and Administration) Rules, 2014, Rule 26