mitalitita.com

SBO Compliance

SBO Compliance

Companies must identify and report their Significant Beneficial Owners (SBO) to the MCA. An SBO is the real individual who ultimately owns, controls, or benefits from the company, even if they aren’t named as a direct shareholder. This compliance is taken seriously because it prevents hidden ownership and improves transparency.

We help you identify SBOs, prepare the required disclosures, and complete all MCA filings without errors.

What we do

  • Analyse the entire shareholding structure

  • Identify individuals who qualify as SBOs

  • Prepare SBO declarations (BEN-1)

  • Draft company notices and board resolutions

  • File BEN-2 with MCA

  • Maintain records for audits, investors, or due diligence

Why this matters

Non-compliance attracts heavy penalties. MCA regularly scrutinises companies with layered ownership, foreign shareholders, or group structures. Proper SBO reporting protects directors, ensures transparency, and keeps the company’s shareholding clean and compliant.

Frequently Asked Questions

It’s the process of identifying the real individuals who ultimately hold significant ownership or control in a company and filing their details with MCA.

 

Any individual who, directly or indirectly, holds:

  • 10 percent or more shares

  • 10 percent or more voting rights

  • Significant influence or control
    …irrespective of whether they appear in the company’s register of members

  • BEN-1: Declaration by the SBO

  • BEN-2: Return filed by the company with MCA

The company must still review its shareholding. If no individual meets the criteria, no filing is needed, but documentation should be maintained.

 

Shareholding structure, investment layers, identity proofs of SBOs, and board resolutions.