BEN-2 (return of significant beneficial owners)
The return a company files with the Registrar after it receives a BEN-1 declaration of significant beneficial ownership.
Receipt of a BEN-1 declaration
Counted from the company's receipt of a declaration in Form BEN-1
- MCA
- MCA event filings
- BEN-2
- 2026-09-01
BEN-2 is due within 30 days of the company receiving a BEN-1 declaration. The clock runs from receipt of the declaration, not from the date the significant beneficial interest arose, so a late BEN-1 delays the company's own deadline rather than compressing it.
Deadlines counted from an event
Within 30 days of the date the company receives the declaration, under section 90(4), filed in Form BEN-2 under rule 4 of the Significant Beneficial Owners Rules.
The rule
Within 30 days of the date the company receives the declaration, under section 90(4), filed in Form BEN-2 under rule 4 of the Significant Beneficial Owners Rules.
Who must comply
- Every reporting company that receives a declaration in Form BEN-1 from a significant beneficial owner
- Section 90 does not apply to a Government company under G.S.R. 463(E) of 5 June 2015, and only where that company is not in default of its section 92 or section 137 filings
Statutory basis
Before you file
- Record the date the BEN-1 declaration was received. This date starts the 30-day window.
- Enter the declaration in the register of significant beneficial owners that section 90(2) requires.
- Check the declaration against the company's own identification of significant beneficial owners under section 90(4A).
How to file
- Log in to the MCA21 V3 portal as a business user.
- Open Form BEN-2.
- Enter the particulars of the significant beneficial owner and of the registered owner.
- Enter the date the declaration was received.
- Attach the BEN-1 declaration.
- Sign the form with the digital signature of an authorised signatory.
- Pay the filing fee.
- Submit the form within 30 days of receiving the declaration.
If you miss it
Section 90(11) charges the company ₹1 lakh, plus ₹500 for each day the failure continues after the first, capped at ₹5 lakh. Every officer in default pays ₹25,000 plus ₹200 a day, capped at ₹1 lakh. The same sub-section covers failing to maintain the register under section 90(2), failing to take the identification steps under section 90(4A), and denying inspection.
- Section 90(4A) makes the company take active steps to identify a significant beneficial owner and require him to comply, so 'no declaration was received' is not on its own an answer
Common questions
Does the 30 days run from when the person became an SBO?
No. Rule 4 counts from the date the company receives the declaration. The individual's own 30 days under rule 3(2) run from acquiring the ownership, and the two clocks are consecutive rather than shared.
Which portal handles BEN-2?
MCA21 V3, live from 15 July 2024 in the third migration tranche. The return itself was substituted by the Companies (Significant Beneficial Owners) Amendment Rules, 2024 of 15 July 2024, with no change to the 30-day timeline.
Was there any relief around the V3 cutover?
General Circular 04/2024 gave fifteen extra days without additional fee for BEN-2 and MGT-6 where the due date fell between 4 and 14 July 2024. That window is spent and changes no standing due date.