Summary: Form MGT-6 is a mandatory filing for companies under the Companies Act, 2013, related to the declaration of non-beneficial ownership of shares. Companies must file this form within 30 days after receiving a declaration from a registered member about non-beneficial ownership. Beneficial interest refers to the right to benefit from shares held by another party, including rights to dividends or voting. The registered holder must file Form MGT-4 within 30 days of their name being recorded in the shareholder register or any change in the beneficial interest. Companies are responsible for recording the declaration and filing a return in Form MGT-6 with the Registrar of Companies (ROC). Beneficial owners must also file Form MGT-5 within 30 days of acquiring or changing their beneficial interest. The form requires detailed information, including company details, share specifics, and information on both registered members and beneficial owners. Fees for filing Form MGT-6 are based on the company’s share capital, ranging from INR 200 to INR 600 depending on the capital amount. This filing ensures transparency and compliance with regulations on beneficial ownership.
MGT-6 Form is a popular form among the companies which are required to file the form as per the norms and regulations of the Ministry of Corporate Affairs.
Page Contents
Due Date of MGT-6 Form
MGT-6 filing adheres to a strict timeline. As mandated by the Companies Act, 2013, companies have 30 days from the date they receive a declaration from a registered member regarding non-beneficial ownership of shares. This 30-day window ensures timely notification to the Registrar of Companies (ROC) about any discrepancies in share ownership.
Beneficial Interest
A beneficial interest represents the entitlement to receive benefits from shares held by a different party. This concept frequently arises in discussions related to trusts, where an individual possesses a vested interest in the assets held within the trust. A beneficial interest refers to a person’s rights in a contract executed with another party (a third party). Subsection 10 of Section 89 defines the term “beneficial interest in a share” for the purposes of this section and Section 90. It encompasses the right or entitlement of an individual, either independently or in conjunction with another party, to:
Exercise or facilitate the exercise of any or all of the rights associated with that particular share.
Receive or take part in any dividend or other distribution related to that share, whether directly or indirectly, through any contractual arrangement or otherwise.
Subsection 10
This subsection defines “beneficial interest in a share” for Sections 89 and 90. It includes the right or entitlement, whether individually or jointly, to exercise rights associated with a share and receive dividends or other distributions.
Declaration of Beneficial Interest in Shares According to Section 89 of the Companies Act 2013
a. Obligation of the Registered Holder:
When a person’s name is recorded in the register of company members as the holder of shares, but they do not actually hold the beneficial interest in those shares, they must declare to that effect. This declaration should be submitted using Form No. MGT.4 within thirty days from the date on which their name is entered in the register of members of the company. Additionally, if any changes occur in the beneficial interest regarding those shares, the registered owner must, within thirty days from the date of such change, submit a declaration of that change to the company using Form No. MGT.4.
b. Obligation of the Company:
Once the company receives a declaration under Section 89, it has certain responsibilities to fulfil:
Recording the Declaration: The company must note the received declaration in the register of members. This record helps maintain transparency and accountability.
Filing a Return: Within thirty days from the date of receiving the declaration, the company is required to file a return. This return should be submitted in Form No. MGT.6 with the Registrar of Companies (ROC).
Payment of Fees: The return filing should be accompanied by the appropriate fees specified under the law.
By fulfilling these obligations, the company ensures compliance with Section 89 of the Companies Act 2013 and contributes to maintaining accurate records and transparency regarding beneficial interests in its shares.
c. Obligation of Beneficial Owner
Every person who holds or acquires a beneficial interest in shares of a company not registered in their name is referred to as the “beneficial owner.” These individuals have specific obligations:
Declaration Filing: A beneficial owner must file a declaration disclosing their interest in Form No. MGT.5 within thirty days after acquiring such beneficial interest in the company’s shares. This declaration is essential to ensure transparency and regulatory compliance.
Change in Beneficial Interest: If there is any change in the beneficial interest in such shares, the beneficial owner must declare this change to the company within thirty days from the change date. This helps in keeping the company’s records accurate and up-to-date.
File Form MGT-6: Companies are then required to file Form MGT-6, which includes Form MGT-4 and MGT-5 as attachments. This combined filing ensures the company maintains proper registered and beneficial ownership records.
Exemption Clause: It’s important to note that the rule regarding these declarations does not apply to trusts created to establish entities like Mutual Funds, Venture Capital Funds, or any other fund approved by the Securities and Exchange Board of India (SEBI).
Contents Required to File MGT 6 Form-
Generally we have to attach information in MGT-4 & MGT-5.
The following is some of the important information required for Form MGT 6 Filing-
Company Information:
Corporate Identity Number (CIN)
Company Name
Registered Office Address
Share Details:
Number of Shares
Distinctive Share Numbers (From & To)
Kind of Shares (e.g., Equity Shares, Preference Shares)
Face Value of Shares
Paid-up Value of Shares
Registered Member Details:
Income Tax PAN / Passport Number/ Other Registration Number
Name
Address
Date of Birth/ Date of Incorporation
Date of Entry in Register
Declaration Date
Date of Receipt of Declaration by the Company
Email ID
Beneficial Owner Details:
ID of Beneficial Owner
Name
Address
Date of Declaration
Date of Receipt of Declaration by the Company
Email Id
Declaration Details:
Date of Declaration
Declarant’s Name
Occupation
Fees for Filing MGT-6:
The fees for filing Form MGT-6 depend on the nominal share capital of the company:
Less than 1,00,000 INR: Fee – 200 INR
1,00,000 to 4,99,999 INR: Fee – 300 INR
5,00,000 to 24,99,999 INR: Fee – 400 INR
25,00,000 to 99,99,999 INR: Fee – 500 INR
1,00,00,000 or more INR: Fee – 600 INR
Author Bio
In the case of a charitable trust, no one has a beneficial interest. Charitable trust holding shares in a Section 8 Company. How to file the declaration and there after Form MGT-6?