Clarification under section 187 c

Mayuri Joshi (Service) (43 Points)

17 March 2012  

 

Dear All,

 

Please help me to solve the following query:

 

Company A Pvt Limited, which is the promoter & Share holder of Company of  H Pvt Limited. While incorporating H Pvt Limited as 100% subsidiary .A Pvt Limited had made Mr.X as the nominee share holder, who holds 1 equity share on behalf of the A Pvt Limited as minimum Two subscribers are required for incorporating Private Limited Company.

Now A Pvt Limited wants to sell all i.e. 100% shares in H Pvt Limited Company to V Pvt Limited Company and to AD Private Limited Company in ration of 1:1, my query is whether  Section 187C will be attracted when Mr.X will transfer 1 Equity Share to V Private Limited Company, as MrX. is just an nominee share holder and A Pvt Limited Company has beneficial powers.

 

As per section 187(c) Whenever there is a change in the beneficial interest in such shares the beneficial owner shall, within thirty days from the date of such change, make a declaration to the company in such form and containing such particulars as may be prescribed.

In the above mentioned case nominee holder ( Mr.X) is selling 1 equity share to V Pvt Limited, beneficial share holder of this 1 equity is with A Pvt Limited Company . So now is Nominee Share holder (Mr.X) , Beneficial share holder (A Pvt Limited) is liable to give declaration under Section 187c and further is H Pvt Limited liable to File Form 22B with ROC.

 

Please note that share will be sold to V Pvt Limited and V Pvt Limited is not going to nominate any nominee share holder, it will purchase share in its own name. 

Please reply.