Briefly explain the concept of 'Significant Beneficial Ownership' under section 90 of the Companies Act, 2013.

CS Professional · Advanced Company Law and Practice · PYQS · December 2020
Briefly explain the concept of 'Significant Beneficial Ownership' under section 90 of the Companies Act, 2013.

Answer & Explanation:

Section 90(1) of the Companies Act, 2013 states that every individual, who acting alone or together, or through one or more persons or trust, including a trust and persons resident outside India, holds beneficial interests, of not less than 25% or such other percentage as may be prescribed, in shares of a company or the right to exercise, or the actual exercising of significant influence or control as defined in clause (27) of section 2 of the Companies Act, 2013 over the company is referred to as "significant beneficial owner" and shall make a declaration to the company, specifying the nature of his interest and other particulars, in such manner and within such period of acquisition of the beneficial interest or rights and any change thereof, as may be prescribed. As per the definition provided in Section 90(1) of the Companies Act, 2013 the Central Government is empowered to prescribe other threshold limit for the determination of the Significant Beneficial Owner. Accordingly, Rule 2(h) of the Companies (Significant Beneficial Owners) Rules, 2018 as amended by the Companies (Significant Beneficial Owners) Amendment Rules, 2019, provides the following definition - "Significant beneficial owner" in relation to a reporting company means an individual referred to in Section 90(1) of the Companies Act, 2013, who acting alone or together, or through one or more persons or trust, possesses one or more of the following rights or entitlements in such reporting company, namely: holds indirectly, or together with any direct holdings, not less than 10% of the shares; holds indirectly, or together with any direct holdings, not less than 10% of the voting rights in the shares; has right to receive or participate in not less than 10% of the total distributable dividend, or any other distribution, in a financial year through indirect holdings alone, or together with any direct holdings; has right to exercise, or actually exercises, significant influence or control, in any manner other than through direct holdings alone. If an individual does not hold any right or entitlement indirectly under sub-clauses (i), (ii) or (iii) as mentioned above, he shall not be considered to be a significant beneficial owner.

Topics: Significant Beneficial Ownership

Open in Interactive Practice Hub · Full Practice Hub · Chapter Weightage · More in this subject

Related Questions in this Topic