Form BEN-2
As per Section 90(4) of the Companies Act, 2013 and Rule 4 of the Companies (Significant Beneficial Owners) Rules 2018, a Register is maintained of Significant Beneficial Owners of the Company.
Significant Beneficial Owner – is the original owner who holds shares in the name of not less than 10 per cent of the shares, voting rights, dividend, significant influence or control in the company.
A Significant Beneficial ownership is basically a right or entitlement exercised through direct or indirect holding in the company.
Form BEN-2 is a declaration made by beneficial owners of a company disclosing their interest as well as shares in the company. The declaration shall be made at least within 30 days of gaining such interest in the company.
*NOTE*- This Form is to be filed compulsorily by every company and that too every year and can be easily downloaded from MCA portal.
| Contents mentioned under Form BEN-2: 1. Corporate Identification Number of the Company 2. (a) Name of the Company (b) Registered Office address of the Company (c) E-mail ID of the Company 3. Purpose of filing the form 4. (A) Number of Members through whom indirect holding or right in reporting company is being exercised (B) Details of the Member (C) Status of SBO (D) Whether individual is a partner/ holder of majority stake/hold major stake in ultimate holding company 5. Particulars of Significant Beneficial Owners |
Form BEN-2 Applicability: applicable on every company in which SBOs exists. Main purpose on this form is simply to identify the real owner of the company.
Non-Applicability: if the shares of the company are held by any of the given below authorities, then there is no requirement to file Form BEN-2.
- 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.
Fee Structure of BEN-2
1.In case of Company having share capital
| Nominal Share capital | Fee applicable |
| Less than 1,00,000 | Rs. 200 |
| 1,00,000 to 4,99,999 | Rs. 300 |
| 5,00,000 to 24,99,999 | Rs. 400 |
| 25,00,000 to 99,99,999 | Rs. 500 |
| 1,00,00,000 or more | Rs. 600 |
2.In case of Company not having share capital
| Fee applicable |
| Rs. 200 |
Additional fee rules
| Period of delay | All forms |
| Upto 30 days | 2 times of normal fees |
| More than 30 days and up to 60 days | 4 times of normal fees |
| More than 60 days and up to 90 days | 6 times of normal fees |
| More than 90 days and up to 180 days | 10 times of normal fees |
| More than 180 days | 12 times of normal fees. |
Form BEN-2 will be auto approved (STP) and after successful submission of the form a SRN is generated which can be used for future correspondence with MCA.
Time Limit for filing of Form BEN-2
Form BEN-2 is to be filed within 30 days from the date of receipt of oldest declaration or 30 days from the date of deployment of form, whichever is later.
