89. Declaration in respect of beneficial interest in any share.—(1) Where the name of a person is
entered in the register of members of a company as the holder of shares in that company but who does not
hold the beneficial interest in such shares, such person shall make a declaration within such time and in
such form as may be prescribed to the company specifying the name and other particulars of the person
who holds the beneficial interest in such shares.
(2) Every person who holds or acquires a beneficial interest in share of a company shall make a
declaration to the company specifying the nature of his interest, particulars of the person in whose name
the shares stand registered in the books of the company and such other particulars as may be prescribed.
(3) Where any change occurs in the beneficial interest in such shares, the person referred to in sub-
section (1) and the beneficial owner specified in sub-section (2) shall, within a period of 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.
(4) The Central Government may make rules to provide for the manner of holding and disclosing
beneficial interest and beneficial ownership under this section.
(5) If any person fails, to make a declaration as required under sub-section (1) or sub-section (2) or
sub-section (3), without any reasonable cause, he shall be punishable with fine which may extend to fifty
thousand rupees and where the failure is a continuing one, with a further fine which may extend to one
thousand rupees for every day after the first during which the failure continues.
(6) Where any declaration under this section is made to a company, the company shall make a note of
such declaration in the register concerned and shall file, within thirty days from the date of receipt of
declaration by it, a return in the prescribed form with the Registrar in respect of such declaration with
such fees or additional fees as may be prescribed, within the time specified under section 403.
(7) If a company, required to file a return under sub-section (6), fails to do so before the expiry of the
time specified under the first proviso to sub-section (1) of section 403, the company and every officer of
the company who is in default shall be punishable with fine which shall not be less than five hundred
rupees but which may extend to one thousand rupees and where the failure is a continuing one, with a
further fine which may extend to one thousand rupees for every day after the first during which the failure
continues.
(8) No right in relation to any share in respect of which a declaration is required to be made under this
section but not made by the beneficial owner, shall be enforceable by him or by any person claiming
through him.
(9) Nothing in this section shall be deemed to prejudice the obligation of a company to pay dividend
to its members under this Act and the said obligation shall, on such payment, stand discharged.
