SBO compliance is where simple cap tables often fail. Section 90 looks through direct ownership to significant beneficial ownership, including acting alone, together, through persons, trusts or foreign structures.
Section 90 requires every individual who, acting alone or together, or through one or more persons or trust, including persons resident outside India, holds significant beneficial interests, to make declaration to the company, and the company maintains register and filing controls.
| Structure | Review question |
|---|---|
| Individual holds shares through company/LLP | Who ultimately controls or benefits? |
| Foreign holding structure | Are resident-outside-India persons part of beneficial chain? |
| Trust / nominee arrangement | Who has beneficial interest or control? |
| Investor rights / pooling | Are persons acting together? |
| Change in ownership/control | Does fresh declaration and filing trigger arise? |
This article is intentionally source-limited to official MCA / India Code material. Verify final filing positions with the latest Act, Rules, MCA forms and portal advisories before publishing.
Section 90 covers register of significant beneficial owners in a company.
Yes. Section 90 refers to persons acting alone/together or through persons/trusts, including persons outside India.
Yes. Funding rounds can change indirect ownership/control and trigger review.