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ROC BEN-2 Beneficial Owners

What is ROC BEN-2?

Form BEN-2 is the declaration that a company is required to file with the registrar under section 90 of the Companies Act, 2013. This declaration is with respect to the Significant Beneficial owners of the company disclosing their interest in the company by way of shareholding or voting rights. Beneficial Owners are the shareholders holding Significant Beneficial Ownership (SBO) of not less than 10% of the shareholdings or voting rights of the company either directly or indirectly

Who has to file the form?

Every company shall file a return of significant beneficial owners of the company and changes therein with the Registrar containing names, addresses and other details as may be prescribed. A company shall give notice, in the prescribed manner, to any person (whether or not a member of the company) whom the company knows or has reasonable cause to believe to be a significant beneficial owner

When has to be done?

The return in e-form BEN-2 is a declaration by a company about the individuals or any other entity holding 10% or more shares in the company or voting rights. This return needs to be filed within 30 days of receiving the declaration by the SBO to the company. The SBO is mandated to file their declaration for the first time within 90 days from 8th Feb 2019.

What’re the details needed for ROC- BEN-2?

The data fields required to be filled in Form BEN-2 are


  • Holding shares
  • Holding voting rights in shares
  • Holding rights on distributable dividend or any other distribution
  • By way of exercise of control
  • By way of exercise of significant influence
  • Particulars of the Significant Beneficial Owner like:


  • Name
  • Father’s Name
  • Date of Birth
  • Nationality
  • Income Tax Personal Identification Number (PAN)
  • Passport Number
  • Address
  • Email ID of the SBO
  • Date of acquiring such significant Beneficial Interest
  • Date of receipt of the declaration by the company in Form No. BEN-1


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