Ben2 form on mca portal

In your case, where a Promoter cum Director of a family-owned unlisted public limited company holds a stake in another private limited company but has not filed BEN-1 for 8 years, the situation involves compliance under the Companies (Significant Beneficial Owners) Rules, 2018.

Here’s a breakdown of the key points:

 🧾 Filing BEN-2 Without BEN-1 BEN-1 is a declaration by the significant beneficial owner to the company. BEN-2 is the company’s declaration to the Registrar of Companies (RoC) based on BEN-1. If BEN-1 was never submitted, filing BEN-2 now would be non-compliant, as it relies on BEN-1.

 Delay of 8 Years – Can You File Now? Technically, you can still file BEN-1 and BEN-2, but the delay may attract penalties and possible compounding. The MCA may treat this as non-compliance, especially since the rules came into effect in 2018.

 Penalties for Non-Filing Under Section 90 of the Companies Act, 2013: The company and every officer in default may be liable to a fine of ₹1 lakh, and in case of continuing default, ₹1,000 per day. The beneficial owner may also face penalties for not disclosing their interest.

 What If You Don’t File? Even if all entities are family-owned: Non-filing is still a violation of the Companies Act. It may affect future regulatory scrutiny, due diligence, and compliance ratings. It could also complicate matters during mergers, acquisitions, or funding rounds.

Suggested Action File BEN-1 and BEN-2 immediately. Consider voluntary compounding to mitigate penalties. Consult a corporate law expert for tailored advice and to handle filings properly.

Agree with Adv Rachakonda. Kindly note that whenever someone creates an artificial perosn like a company or trust etc, one should ensure regular compliance.

The penalties have been increased substantially by the current Govt of India for dealys in almost all areas like for MCA or Income tax or GST, etc. to ensure compliance.

And though I feel the time provided for correctiosn should be a little more and the penalties should be less harsh, there is no group like the CA or CS institutions which discusses these issues with proper analysis etc. with the government from the tax payers or the filers' side. For example, even if the govt states that there will be nil tax upto Rs 12 lakhs, one has to file the income tax returns in time and delay will attract penalties or that retired persons can put their money in savings account to benefit from the 87A benefit to have nil tax upto Rs 12 lakhs income but the persons who invest in shares and earn from there the 87A benefit is not provided which indicates that the government is encouraging FDs as acompared to SIP in MF/shares.