Mahesh holds 75% of the equity share capital in Maximum Ltd. Infra Limited is an unlisted company in which Maximum Ltd. holds 15% equity stake. Explain the compliance requirements, if any, under the Companies (Significan

Accordingly to Explanation I (i) to Rule 2(1)(e) of the Companies (Significant Beneficial Owner) Rules 2018, where the member is a company, the significant beneficial owner is the natural person, who, whether acting alone or together with other natural persons, or through one or more other persons or trusts, holds not less than ten per cent. share capital of the company or who exercises significant influence or control in the company through other means. Every significant beneficial owner shall file a declaration in Form No. BEN-I to the company in which he holds the significant beneficial ownership on the date of commencement of these rules within ninety days from such commencement and within thirty days in case of any change in his significant beneficial ownership. [Rule 3] Where any declaration under rule 3 is received by the company, it shall file a return in Form No. BEN-2 with the Registrar in respect of such declaration, within a period of thirty days from the date of receipt of declaration by it, along with the fees as prescribed in companies (Registration offices and fees) Rules, 2014. [Rule 4] The company shall maintain a register of significant beneficial owners in Form No. BEN-3. [Rule 5] Alternate Answer (based on Companies (Significant Beneficial Owners) Amendment Rules 2019) In terms of Explanation III(i)(a) Rule 2(h) of the Companies (Significant Beneficial Owners) Amendment Rules 2019, Mahesh, being a majority stake holder in Maximum Ltd, which in turn holds, 15% equity stake of Infra Ltd, shall be considered to be SBO for the shares of Infra Ltd held by Maximum Ltd. Therefore, Infra Ltd, being the reporting company has to comply with the following - a. In terms of Rule 2A(1) of the Companies (Significant Beneficial Owner) Amendment Rules 2019, Infra Ltd should take necessary steps to identify, if there is any individual who is a Significant Beneficial Owner as defined u/s. 90(1) of the Act and cause him to file declaration in form BEN-1. b. Further in terms of Rule 2A of the said Rules, Infra Ltd shall give notice in form BEN-4 to all its members (other than individuals) including Maximum Ltd who hold more than 10% equity stake, seeking information about the SBO and to every such person who, in the view of Infra Ltd is the SBO or has the information about the SBO. c. If Infra Ltd doesn't receives any response to the form BEN-4 sent to Maximum Ltd and any other non-individual member holding 10% or more equity stake, within the stipulated time or the information is insufficient, then Infra Ltd shall apply to the NCLT under Rule 7 of the said Rules to direct that restrictions shall apply in dealing with those shares. d. If Infra Ltd does receives within the prescribed period, form BEN-1 from Mahesh, should within 30 days of receipt of such BEN-1 file a return of Significant Beneficial Owner in form BEN-2 to the Registrar. The company should maintain register of Significant Beneficial Owners in form BEN-3.