Due Dates BEN-2 — Return of Significant Beneficial Owner
BEN-2 — Return of Significant Beneficial Owner
Companies Act 2013 s.90
Return of significant beneficial owners filed by the company with the Registrar (s.90(4)) within 30 days from the date of receipt of the BEN-1 declaration (Rule 4, SBO Rules 2018 as amended in 2019).
Due dates and late fees
| FY | Due Date | Late Fee | Note |
|---|---|---|---|
| FY 2024-25 | Within 30 days from the date of receipt of the BEN-1 declaration (Rule 4, Companies (Significant Beneficial Owners) Rules, 2018 as amended in 2019) | s.90(11): company ₹1,00,000 plus ₹500/day after the first, max ₹5,00,000; officer ₹25,000 plus ₹200/day after the first, max ₹1,00,000 | SBO threshold: not less than 10% of shares, voting rights or distributable dividend held indirectly or together with direct holdings, or significant influence or control other than through direct holdings alone (Rule 2(1)(h), SBO Rules 2018 as amended in 2019). |
| FY 2025-26Current | Within 30 days from the date of receipt of the BEN-1 declaration (Rule 4, Companies (Significant Beneficial Owners) Rules, 2018 as amended in 2019) | s.90(11): company ₹1,00,000 plus ₹500/day after the first, max ₹5,00,000; officer ₹25,000 plus ₹200/day after the first, max ₹1,00,000 | SBO threshold: not less than 10% of shares, voting rights or distributable dividend held indirectly or together with direct holdings, or significant influence or control other than through direct holdings alone (Rule 2(1)(h), SBO Rules 2018 as amended in 2019). |
| FY 2026-27 | Within 30 days from the date of receipt of the BEN-1 declaration (Rule 4, Companies (Significant Beneficial Owners) Rules, 2018 as amended in 2019) | s.90(11): company ₹1,00,000 plus ₹500/day after the first, max ₹5,00,000; officer ₹25,000 plus ₹200/day after the first, max ₹1,00,000 | SBO threshold: not less than 10% of shares, voting rights or distributable dividend held indirectly or together with direct holdings, or significant influence or control other than through direct holdings alone (Rule 2(1)(h), SBO Rules 2018 as amended in 2019). |
FY-specific notes
FY 2024-25: SBO threshold: not less than 10% of shares, voting rights or distributable dividend held indirectly or together with direct holdings, or significant influence or control other than through direct holdings alone (Rule 2(1)(h), SBO Rules 2018 as amended in 2019).
FY 2025-26: SBO threshold: not less than 10% of shares, voting rights or distributable dividend held indirectly or together with direct holdings, or significant influence or control other than through direct holdings alone (Rule 2(1)(h), SBO Rules 2018 as amended in 2019).
FY 2026-27: SBO threshold: not less than 10% of shares, voting rights or distributable dividend held indirectly or together with direct holdings, or significant influence or control other than through direct holdings alone (Rule 2(1)(h), SBO Rules 2018 as amended in 2019).
SBO rules under s.90 have been amended; the "significant influence" test is broad. Confirm the current test before certifying non-SBO status.
Late fee calculator
Calculate the related statutory fee for this obligation.
Section 403 Companies Act — Additional Fee for Late ROC Filing →