Arch-Support Ltd. is a public limited company incorporated in 2018 having its registered office in Nashik, Maharashtra and engaged in the…

(a) (i) As per section 90 (1) of the Companies Act, 2013, 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 percent 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. As per Rule 2 (1) (h) of the Companies (Significant Beneficial Owners) Rules, 2018, "Significant Beneficial Owner" means an individual, referred to in sub-section (1) of section 90 of the Act, who, acting alone or together, or through one or more persons or trust, satisfies one or more of the following: (i) holds, indirectly, or together with any direct holdings, not less than ten per cent of the shares of the reporting company; (ii) holds, indirectly or together with any direct holdings, not less than ten per cent of the voting rights in the shares of the reporting company; (iii) has right to receive or participate in not less than ten per cent of the total distributable dividend or any other distribution payable 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. In the question given, Ms. Martha is holding equity shares amounting - 6,50,000 in her name (directly) and amounting - 3,00,000 (having beneficial interest). Thus, her total holding considering both direct and indirect holding of shares amounts to 9,50,000, which is less than the stipulated amount of 10% of (1,20,000 shares of 100each) i.e. 10% of 1,20,00,000, i.e.12,00,000. Therefore, she is not required to file the declaration as mentioned by CA. Ms. Marina. (ii) Rule 8 of the Companies (Significant Beneficial Owner) Amendment Rules, 2018 states that the 'SBO' Rules shall not be made applicable to the extent the share of the Reporting Company is held by: (a) the Investor Education and Protection Fund Authority [constituted under section 125 (5) ]; (b) its holding reporting company provided that the details of such holding reporting company shall be reported in Form No. BEN-2; (c) the Central Government, State Government or any local authority; (d) (i) a reporting company or (ii) a body corporate or (iii) an entity, controlled wholly or partly by the Central Government and/or State Government(s); (e) investment vehicles such as mutual funds, alternative investment funds (AIFs), Real Estate Investment Trusts (REITs) and Infrastructure Investment Trusts (InVITs) registered with and regulated by the Securities and Exchange Board of India; and (f) investment vehicles regulated by Reserve Bank of India, Insurance Regulatory and Development Authority of India or Pension Fund Regulatory and Development Authority.