What is the process for establishing a subsidiary company under the ownership of a holding company?
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What is the process for establishing a subsidiary company under the ownership of a holding company?
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Hi Everyone!
Can the Ownership And Rights Over a Registered Trademark be Transferred to another person or Company?
Can the Ownership And Rights Over a Registered Trademark be Transferred to another person or Company ?
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Hello all,
Whether the Companies should first write to all its shareholders, other than natural persons holding beneficial interest and whose names reflect in register of members, holding more than 10% of shares or exercising significant influence or control over it?
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A UK Ltd (Registered in the UK) was holding 25% holding in B Ltd (registered in India).
Now ownership of A UK Ltd was transferred to C UK Ltd.
Therefore there is an indirect change of beneficiary ownership of B Ltd ( registered in India)
Is there any FEMA filing requirement in RBI by B Ltd or A UK Ltd?
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indirect
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Dear Members,
Who is the ultimate beneficial owner in the case of Institutions, Foreign Investors, etc. for the purpose of regulation 73(1)(e)?
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As per Section: 90. Register of significant beneficial owners in a company
Every individual, who acting alone or together, or through one or more persons or trust, including a trust and persons resident outside India, holds beneficial interests, of not less than twenty-five per cent. or such other percentage as may be prescribed, in shares of a company or the right to exercise, or the actual exercising of significant influence or control as defined in clause (27) of section 2, over the company (herein referred to as “significant beneficial owner”), shall make a declaration to the company, specifying the nature of his interest and other particulars, in such manner and within such period of acquisition of the beneficial interest or rights and any change thereof, as may be prescribed:
Concerned: Companies (Significant Beneficial Owners) Amendment Rules
"majority stake" means;- (i) holding more than one-half of the equity share capital in the body corporate; or (ii) holding more than one-half of the voting rights in the body corporate; or (iii) having the right to receive or participate in more than one-half of the distributable dividend or any other distribution by the body corporate;
“significant beneficial owner” in relation to a reporting company means an individual referred to in sub-section (1) of Section 90, who acting alone or together, or through one or more persons or trust, possesses one or more of the following rights or entitlements in such reporting company, namely: (i) holds indirectly, or together with any direct holdings, not less than ten percent, of the shares; (ii) holds indirectly, or together with any direct holdings, not less than ten percent, of the voting rights in the shares; (iii) has right to receive or participate in not less than ten per cent, of the total distributable dividend, or any other distribution, in a financial year through indirect holdings alone, or together with any direct holdings; (iv) has right to exercise, or actually exercises, significant influence or control, in any manner other than through direct-holdings alone:
For the purpose of this clause, an individual shall be considered to hold a right or entitlement indirectly in the reporting company, if he satisfies any of the following criteria, in respect of a member of the reporting company, namely: - (i) where the member of the reporting company is a body corporate (whether incorporated or registered in India or abroad), other than a limited liability partnership, and the individual, (a) holds majority stake in that member; or (b) holds majority stake in the ultimate holding company (whether incorporated or registered in India or abroad) of that member;
BEN-1: Every individual, who subsequently becomes a significant beneficial owner or where his significant beneficial ownership undergoes any change, shall file a declaration in Form No. BEN-1 to the reporting company, within 30 days of acquiring such significant beneficial ownership or any change therein.
BEN-2: Upon receipt of declaration, the reporting company shall file a return in Form No. BEN-2 with the Registrar within a period of thirty days from the date of receipt of such declaration.
How to determine the SBO ?
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Dear Members,
Greetings!!
If shares are registered on the name of Mr.A ( registered Owner) in Regsiter of Members, and beneficial interest in held by Mr. B ( beneficial owner) then income tax payment is to be made by whom on dividend amount, Mr. A or Mr. B, please suggest.
Thanks in Advance.
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shares
owner
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Hi,
In case of a wholly owned subsidiary, 1 share is held by an individual member who is the registered owner of this share. This 1 share is to be transferred to another person, who is a director in the WOS. We would take Form SH4 and get it signed by the transferor and transferee and also have the board resolution passed to approve the transfer. Please let me know if there is any other compliance to be done with regard to the above. We will take declarations as required u/s89 after the transfer is done.
owner
registered
share
transfer
Hi,
In case of a wholly owned subsidiary, 1 share is held by an individual member who is the registered owner of this share. This 1 share is to be transferred to another person, who is a director in the WOS. We would take Form SH4 and get it signed by the transfer or and transfer and also have the board resolution passed to approve the transfer. Please let me know if there is any other compliance to be done with regard to the above. We will take declarations as required u/s89 after the transfer is done.
owner
registered
share
transfer
Dear Learned Members,
Please advise on the below query relating to significant beneficial owners:
‘A’ was the Significant Beneficial Owner in the reporting company by virtue of shareholding in the member company and BEN2 was filed in respect of him
Now A has sold all his shareholding in the member company due to which he ceases to be shareholder in the member company. He has given intimation to the reporting company regarding his ceasing to be shareholder in the member company. Member company’s shareholding in the reporting company has not changed.
Query 1 ) How his status will be updated by reporting company now by BEN2?
Query 2 ) Whether 0 % shareholding be filled in BEN2?
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