Proper purpose and register of members at stake for Burberry

Every company must maintain a register of its members that can be inspected or copied on request. Any request must be made to the company and should contain: the name and address of the person making the request; the purpose for which the information will be used; and whether the information will be passed on to anybody else.

If a company receives a request, it has only five working days to take action. It must either comply with the request and allow the inspection or copying to take place, or apply to the court for confirmation that the request is not being made for a ‘proper purpose’ and therefore it need not comply with it.

Unfortunately, there is no statutory guidance on what is a ‘proper purpose’ here and case law is limited. Companies, and those making a request, could look to the guidance from governance institute ICSA on dealing with a request, but a recent case has helped to shed some light on the interpretation of a proper purpose.

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