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Form BEN 1 Declaration by the beneficial Owner
The Ministry of Corporate Affairs (MCA) has issued the Companies (Significant Beneficial Owners) Rules, 2018 (SBO Rules) on 14th June, 2018. As per the said rule, every Company is required to provide for a declaration to the concerned Registrar of Companies (ROC) regarding the Significant Beneficial Owner in order to enable the Government authorities to track the actual shareholders of the Company having ownership therein.
Later, one more notification was issued on 8th February, 2019, sec 469 (1)(2) of the Companies Act, 2013 read with sec 90 of the Companies Act, 2013 whereby the Central Government amends the Companies (Significant Beneficial Owners) Rules, 2018 as Companies (Significant Beneficial Owners) Amendment Rules, 2019.
The major change in amendment was the definition of the Significant Beneficial owner. Under the Companies (Significant Beneficial Owners) Amendment Rules, 2019 the definition is given more precise and elaborated.
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Forms Under (Significant Beneficial Owners) Amendment Rules, 2019
| Sr No | Forms under SBO Rules | Particulars of the Form and there purpose |
| 1 | Form BEN 1 | Declaration by the beneficial owner who holds or acquires significant beneficial ownership in shares |
| 2 | eForm BEN 2 | Return to the Registrar in respect of declaration under section 90 |
| 3 | Form BEN 3 | Register of beneficial owners holding significant beneficial interest |
| 4 | Form BEN 4 | Notice seeking information about significant beneficial owners |
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Applicability of Form BEN 1
Form BEN 1 is applicable to all the Company having Significant beneficial Owner, whereby every Company is required to provide a declaration to the concerned Registrar of Companies (ROC) regarding the Significant Beneficial Owner within the specified due dates.
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Non Applicability Form BEN 1 of the SBO, Amendment Rules, 2019
These rules shall not be made applicable to the extent the share of the reporting company is held by,-
- the authority constituted under sub-section (5) of section 125 of the Act;
- its holding reporting company:
- Provided that the details of such holding reporting company shall be reported in Form No. BEN-2.
- the Central Government, State Government or any local Authority;
- a reporting company, or
- a body corporate, or
- an entity, controlled by the Central Government or by any State Government or Governments, or partly by the Central Government and partly by one or more State Governments;Securities and Exchange Board of India registered Investment Vehicles such as mutual funds, alternative investment funds (AIF), Real Estate Investment Trusts (REITs), Infrastructure Investment Trust (InVITs) regulated by the Securities and Exchange Board of India,
- Investment Vehicles regulated by Reserve Bank of India, or Insurance Regulatory and Development Authority of India, or Pension Fund Regulatory and Development Authority.
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Due Date for Filling Form BEN 1
As per the SBO Amendment Rules, 2019 following are some deadlines for filling the Forms with the concerned Registrar of Companies (ROC)
Basically the forms are divided into two categories
- One time Filling under SBO, Rules
- Regular Filling
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One Time Filling of Form BEN 1
| Form | Due Date | Particulars |
| Form BEN 1 | 90 days from the date of notification in official gazette i.e on or before May 8, 2019 | Ever Individual who is a significant beneficial owner needs to file form BEN -1 as per revised format to the Reporting Company. |
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Regular Filling of Form BEN 1
| Form | Due Date | Particulars |
| Form BEN 1 | 30 days on subsequently becoming Significant Beneficial Owners | Every individual, who subsequently becomes a significant beneficial owner, or where his significant beneficial ownership undergoes any change shall file a declaration in Form No. BEN-1 to the reporting company, within thirty days of acquiring such significant beneficial ownership or any change therein. |
Note: In case of change in interest within 90 days of notification of the Rules, period of 30 days will commence from the expiry of above mentioned 90 days period.
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Contents of Form BEN 1
Following are the basic contents of Form BEN 1
- Purpose of Filling the Form
- Particulars of the holder of the significant beneficial interest:
| Name of the Significant Beneficial Owner (Given name and last Name) | |
| Address and Email id | |
| Date of Birth/Age | |
| Father’s/ Mother’s/Spouse’s name | |
| Occupation | |
| Nationality | |
| Passport No. (in case of foreign national) |
- Nature of indirect holding or exercise of right in the reporting company through member of the reporting company (where more than one repeat this para of the Form)
- Type of Member (Company/ LLP/Any other Body Corporate/HUF/ Partnership Firm/Discretionary Trust/Charitable trust/Specific Trust/Revocable Trust /Pooled Investment vehicle (PIV) / Entity controlled by PIV)
- Corporate Identity number(CIN) or Limited Liability Partnership Identification number(LLPIN) or any other registration number allotted by the regulator established under the Act
- Name of the member
- Address
- Nature of indirect holding or exercise of right in the reporting company
- Status of significant beneficial owner in the member of the reporting company
- In case the member is a partnership firm or LLP, specify whether significant beneficial owner: In case the member is a company or any other body corporate, specify whether significant beneficial owner holds:
- majority stake in such company or body corporate
- majority stake in the ultimate holding company of such company or body corporate.
- Whether Significant Beneficial Owner has any direct holding or right in the reporting company
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