Account Variants: Company and Body Corporate

Why this page is structured this way: a company account is the reference implementation for every non-individual type — everything the others need is a subset of it. The page therefore builds the full stack once: the authority chain (resolution over articles over incorporation), then the ownership chain (UBO and significant beneficial owner), then the identifiers (CIN, DIN, LEI), then screens and field deltas. Read it before the partnership, trust or institutional pages.

TL;DR

• Authority flows from a board resolution read against the articles. The non-individual annexure of the Master Circular on KYC norms (12 October 2023) requires the certificate of incorporation, memorandum and articles, a board resolution authorising the account, and the officially valid documents of the persons authorised to transact.
• Beneficial ownership threshold is 10 per cent, not 25. The PML (Maintenance of Records) Amendment Rules 2023 (effective 7 March 2023) lowered the company threshold from 25 per cent to 10 per cent of shares, capital or profits.
• Significant beneficial owner is a separate, company-law concept. Section 90 of the Companies Act 2013 with the SBO Rules sets a 10 per cent test and produces declarations in Form BEN-1, a company filing in Form BEN-2 and a register in Form BEN-3. A company’s own SBO register is the best corroboration a broker can get for its UBO declaration.
• Exchange client category is 04 Company or 07 Body Corporate, with date of incorporation, CIN and a repeating director block mandatory — see the NSE and BSE client-category tables.
• LEI is threshold-driven, not universal. RBI/2020-21/87 (5 January 2021) mandates LEI for RTGS and NEFT transactions of Rs.50 crore and above by non-individual entities from 1 April 2021; RBI separately phased LEI onto non-individual borrowers down to Rs.5 crore aggregate exposure by 30 April 2025.
• The depository enforces LEI validity once captured. CDSL/OPS/DP/POLCY/2024/51 introduced freeze reason code 30 — LEI Expiry / Lapse, so a lapsed LEI freezes the demat account rather than merely flagging it.
• CKYC constitution type is 03 Company, with the legal-entity template carrying CIN, incorporation details, director and authorised-signatory blocks and UBO details — see the CKYC integration.

Conceptual overview

A company is the only non-individual client whose entire existence and control structure is publicly verifiable. The Ministry of Corporate Affairs holds the certificate of incorporation, the 21-character CIN, the registered office, the director list keyed by DIN, the charge register and the annual filings. Nothing about a partnership deed or an HUF declaration is verifiable in that way. The onboarding design should exploit this: verify against MCA first, collect documents second, and treat any mismatch as a hard stop rather than a maker-checker note.

What a company adds over an LLP or a firm is a two-layer authority problem. The articles of association say what the board may delegate; the board resolution says what has actually been delegated and to whom. A resolution authorising “any two directors jointly” is worthless if the articles reserve investment decisions to the board as a whole, and a resolution naming a chief financial officer who is not an officer of the company under the articles is equally defective. This is the substantive review that cannot be automated, and it is the reason corporate onboarding timelines are measured in days rather than minutes.

The third layer is ownership. A broker has to answer “which natural persons own or control this client” to a 10 per cent threshold, for a structure that may run through holding companies, foreign parents, trusts and nominee arrangements. Company law gives a parallel answer through the significant-beneficial-owner regime, and the two answers should agree. Where they diverge — a common outcome when a foreign parent sits above an Indian subsidiary — the divergence itself is the finding, and it has to be documented rather than reconciled away.

1. Regulatory framework

• SEBI/HO/MIRSD/SECFATF/P/CIR/2023/169 (12 October 2023) — Master Circular on KYC norms for the securities market. Non-individual annexure: certificate of incorporation, memorandum and articles of association, board resolution, list and OVDs of authorised signatories, PAN.
• SEBI/HO/MIRSD/SECFATF/P/CIR/2024/78 (June 2024) — AML/CFT Master Circular. Beneficial-owner identification cascade, enhanced due diligence, sanctions and PEP screening, record retention for ten years after the relationship ends.
• Prevention of Money-laundering (Maintenance of Records) Amendment Rules, 2023 — company beneficial-owner threshold reduced to 10 per cent; determination required at commencement of the account-based relationship; group-wide AML policy obligations.
• SEBI/HO/MIRSD/SECFATF/P/CIR/2024/79 — KRA uploads to the Central KYC Records Registry; non-individual records travel on the legal-entity template.
• SEBI/HO/MIRSD/SECFATF/P/CIR/2024/12 — centralisation of FATCA and CRS certifications at KRAs. For an entity this means the entity classification and its controlling-person declarations are held centrally rather than per intermediary.
• Companies Act 2013 — Section 7 (incorporation and CIN), Section 152 with 153–154 (DIN), Section 179 with Rule 8 of the Companies (Meetings of Board and its Powers) Rules 2014 (powers exercisable only by board resolution, including investment of funds), Section 89 (declaration of beneficial interest), Section 90 with the Companies (Significant Beneficial Owners) Rules 2018 (SBO at 10 per cent; Forms BEN-1, BEN-2, BEN-3).
• RBI/2020-21/87 (5 January 2021) — Legal Entity Identifier for large-value transactions in centralised payment systems: LEI mandatory for RTGS and NEFT transactions of Rs.50 crore and above by non-individual entities from 1 April 2021, extended to cross-border transactions of Rs.50 crore and above from 1 October 2022.
• RBI LEI directions for borrowers — non-individual borrowers with aggregate exposure above Rs.25 crore by 30 April 2023, Rs.10 crore to Rs.25 crore by 30 April 2024, and Rs.5 crore to Rs.10 crore by 30 April 2025; no new or enhanced exposure without LEI. Cited from RBI’s phased borrower-LEI directions [not yet in index].
• CDSL/OPS/DP/POLCY/2024/51 — freeze reason code 30 — LEI Expiry / Lapse in the CDSL system.
• CDSL/OPS/DP/POLCY/2026/509 (28 July 2026) — corrects the non-profit status and sub-status mapping to Trust status 29 / sub-status 256 and Corporate status 25 / sub-status 265, both classified as NPO, and makes the DARPAN registration identifier mandatory at account opening and at modification for those categories. Relevant to Section 8 companies.

2. Eligibility and preconditions

Precondition	Requirement	Verification route
CIN	21-character Corporate Identification Number	MCA master data lookup
Company PAN	4th character C	Income-tax PAN validation
Status on MCA	Active; not struck off, under liquidation or dormant	MCA company master data
Registered office	As on MCA; correspondence address may differ	MCA plus address proof in entity name
Directors	Every director with DIN and PAN; foreign-resident flag per director	MCA director signatory list
Board resolution	Specific to opening a broking and demat account, naming signatories and mode of operation, and referencing the relevant articles	Substantive review against MOA/AOA
Authorised signatories	Named individuals with designation, PAN, DIN if director, specimen signature	Individual KYC per signatory
Beneficial owners	Natural persons with more than 10 per cent, or the control-test person, or the senior managing official	UBO declaration plus SBO register
Entity bank account	In the company’s name; a director’s account is a third-party account	Penny-drop or bank statement
LEI	Where a threshold applies; 20-character ISO 17442 code	GLEIF-registered Local Operating Unit certificate
DARPAN identifier	Mandatory for Section 8 / non-profit companies	NITI Aayog DARPAN portal
Nomination and BSDA	Not available to non-individual accounts	—

3. Documents

Document	Purpose	Notes
Certificate of Incorporation	Existence and CIN	Cross-check CIN, name and incorporation date against MCA
Memorandum of Association	Object clause permits investment in securities	A company whose objects do not permit securities investment is a defect, not a formality
Articles of Association	Delegation powers of the board	Determines whether the resolution’s mandate is valid
Board resolution	Authorises account opening, names signatories, sets the mode of operation, authorises pledge and DDPI where needed	Certified true copy on letterhead, signed by a director or company secretary
Company PAN card	Client identity
List of directors with DIN and PAN	Exchange UCC director block	Include foreign-resident flag per director
Authorised-signatory list with specimen signatures	Signature verification for instructions	Designation must be an office recognised in the articles
OVDs of authorised signatories	Individual identity and address	DigiLocker or standard OVD set
UBO / SBO declaration	Beneficial ownership at 10 per cent	Pair with the company’s BEN-3 register where it exists
Shareholding pattern	Supports the UBO computation	For a listed company, the public shareholding pattern substitutes
Latest audited financials and ITR	Risk categorisation and derivative-segment income proof
FATCA / CRS entity self-certification	Entity classification and controlling persons	ACTIVE_NFFE, PASSIVE_NFFE or FINANCIAL_INSTITUTION; GIIN where applicable
LEI certificate	Where a threshold applies	Note the next renewal date — the depository freezes on lapse
DARPAN registration	Section 8 companies	Per CDSL 2026/509
Entity bank proof	Payment routing
Rights and obligations, tariff, policy documents	Client agreement set	Executed per the operating mandate

Read the articles, not just the resolution

A board resolution is evidence of a decision; the articles determine whether the board could make it in that form. Two recurring defects: a resolution delegating operation to an officer where the articles reserve the power to the board, and a resolution that authorises trading but is silent on pledging securities — which then blocks margin-pledge and MTF activation later, requiring a second board meeting. Build a resolution checklist that lists every authority the account will ever need (open, operate, pledge, DDPI, running-account settlement, segment addition, closure) and check them off against the submitted resolution before eSign, not after.

4. UBO and significant beneficial owner

Two regimes, one evidence set.

Under PMLA, the broker determines the beneficial owner:

1. Any natural person who, alone or together, owns or is entitled to more than 10 per cent of the shares, capital or profits of the company.
2. Failing that, the natural person who exercises control through other means — voting agreements, board-appointment rights, dominant influence.
3. Failing both, the natural person holding the position of senior managing official, with the reason recorded.

Under the Companies Act, the company determines its significant beneficial owners — Section 90 with the SBO Rules 2018 applies a 10 per cent test on shares, voting rights, dividend or distributable rights, or the right to exercise significant influence or control. Individuals declare in Form BEN-1, the company files Form BEN-2 with the Registrar and maintains the register in Form BEN-3.

Aspect	PMLA beneficial owner	Companies Act SBO
Who determines	The reporting entity (the broker)	The company itself
Threshold	More than 10 per cent of shares, capital or profits	10 per cent of shares, voting rights, distributable rights, or significant influence
Evidence artefact	UBO declaration held by the broker	BEN-1 declarations, BEN-2 filing, BEN-3 register
Fallback where no natural person qualifies	Senior managing official	No equivalent fallback; may legitimately be nil
Where it lands in the broker’s stack	CKYC related-person block, AML screening, CDD file	Corroborating document in the CDD file

Practically: ask for the BEN-3 register. If the company says it has none because no SBO exists, that statement is itself useful — it tells you the ownership is either widely held or held through entities whose own chains you must trace. Listed companies are the easy case, because the public shareholding pattern gives a defensible answer.

Every identified beneficial owner requires full individual KYC and sanctions and PEP screening, per the AML screening reference.

5. Field deltas at each destination system

Field	Type	Length	Mandatory	Source system	Destination systems	Notes
Client category	N	2	Yes	Onboarding form	NSE UCC, BSE UCC	04 Company, 07 Body Corporate
Company PAN	AN	10	Yes	Onboarding form	KRA, CKYC, UCC, BO, back-office	4th character C
CIN	AN	21	Yes	Certificate of Incorporation	UCC, CKYC, CDSL cin	Validate against MCA master data
Date of incorporation	Date	10	Yes	Certificate of Incorporation	UCC, CKYC, CDSL date_of_incorporation	DD/MM/YYYY at CDSL
Company type	AN	2	Yes	Derived	CDSL company_type	PV private, PU public, OPC one-person, SE Section 8
Director name (repeating)	AN	100	Yes	MCA / director list	UCC director block, CKYC	One row per director
Director DIN (repeating)	AN	8	Yes	MCA	UCC director block, CKYC
Director PAN (repeating)	AN	10	Yes	Director list	UCC director block	Each validated
Director foreign-resident flag	AN	1	Yes	Declaration	UCC director block	Drives FATCA and residency questions
Authorised-signatory count	N	2	Yes	Board resolution	CDSL authorized_signatory_count	Range 1–10 at CDSL
Signatory name / PAN / DIN / designation	AN	100 / 10 / 8 / 50	Yes	Board resolution	CDSL signatory_N_*, CKYC related person	DIN conditional on the signatory being a director
Operating instruction	AN	2	Yes	Board resolution	CDSL operating_instruction	SI singly, JO jointly
Account type	AN	2	Yes	Derived	CDSL BO Line 01	CO
CKYC constitution type	N	2	Yes	Derived	CKYC	03
Trading account type	AN	10	Yes	Derived	KRA Part II	CORPORATE
FATCA entity classification	AN	—	Yes	Declarations	KRA, FATCA/CRS reporting	ACTIVE_NFFE / PASSIVE_NFFE / FINANCIAL_INSTITUTION
GIIN	AN	19	Conditional	Declarations	KRA, FATCA reporting	Where the entity is a financial institution
Sponsoring entity name and GIIN	AN	—	Conditional	Declarations	KRA	For sponsored entities
UBO block (repeating)	—	—	Yes	UBO declaration	CKYC related person, AML screening, CDD file	Name, PAN, DOB, address, photo, signature, percentage
LEI	AN	20	Conditional	LEI certificate	CDSL LEI_NUMBER, NSDL LEI element	20-character ISO 17442; lapse triggers freeze reason 30
DARPAN identifier	AN	—	Conditional	NITI Aayog	CDSL BO	Mandatory for NPO categories per CDSL 2026/509
Nomination block	—	—	Not applicable	—	CDSL BO Line 04	Suppressed

Field provenance and the full destination matrix are in the field atlas; the demat-account block, including the LEI element at both depositories, is at H — demat account.

6. LEI: which thresholds actually bite

LEI is not a blanket requirement for corporate broking clients. It becomes mandatory through three separate doors, and a broker’s onboarding logic should ask which door applies rather than asking for an LEI by default.

Trigger	Threshold	Instrument	Effect on the broking relationship
Large-value payment	RTGS or NEFT transaction of Rs.50 crore and above by a non-individual	RBI/2020-21/87, from 1 April 2021	A corporate client funding a large margin call by RTGS needs an LEI for the payment to go through
Cross-border payment	Rs.50 crore and above	RBI/2020-21/87, from 1 October 2022	Relevant to foreign-parent funding routes
Borrower exposure	Above Rs.25 crore by 30 Apr 2023; Rs.10–25 crore by 30 Apr 2024; Rs.5–10 crore by 30 Apr 2025	RBI phased borrower-LEI directions [not yet in index]	A client funding trading through bank borrowing will already hold an LEI
Non-individual FPI	All non-individual FPIs	SEBI/HO/AFD/AFD–PoD–2/CIR/P/2023/0127 (27 July 2023) [not yet in index], link to SEBI other circulars	LEI in the Common Application Form; existing FPIs had 180 days, after which further purchases are blocked — see FPI and FVCI
Once captured at the depository	Any non-individual BO account carrying an LEI	CDSL/OPS/DP/POLCY/2024/51	Expiry or lapse triggers freeze reason code 30

The operational consequence of the last row is the one to design for: an LEI has an annual renewal, and a client who lets it lapse gets a frozen demat account rather than a warning. Track LEI expiry as a first-class date field with a renewal reminder cycle, alongside the re-KYC due date handled in re-KYC.

7. Journey deltas and activation

Stage	Company behaviour
Entry	Entity-type selector; CIN captured before PAN so MCA verification can run in parallel
Verification	MCA lookup on CIN returns name, status, incorporation date, registered office and director signatory list; mismatches block progress
Signatories	Repeating signatory block; each signatory’s individual KYC fetched from the KRA on their own PAN
Documents	Certificate of incorporation, MOA, AOA, board resolution, director list, UBO declaration, financials — all uploaded; DigiLocker serves only the signatories’ personal documents
Address	Registered office plus correspondence address if different; utility bill, GST certificate or lease in the entity’s name
Bank	Company-name account; name match against PAN name
Nominations	Suppressed
Declarations	Entity FATCA/CRS classification, controlling persons, UBO declaration, PEP screening of directors, signatories and UBOs
Review and eSign	Multi-signatory eSign per the board-resolution mandate; signing capacity recorded
Compliance review	Substantive review of resolution against articles; object-clause check; UBO reconciliation against BEN-3 — see admin workflow
Registration	KRA and CKYC non-individual upload, UCC upload with director block, BO setup with account type CO
Segment activation	Cash by default; derivatives on financials; MTF and pledge only if the resolution authorises them — see MTF operational

8. Alternatives

Option	When to pick it	Trade-off
Direct corporate trading account with the broker	Company trades its own treasury, moderate volumes, no custodian	Full corporate CDD burden on the broker; margin and pay-in handled directly
Corporate account cleared through a custodian on a CP code	Larger positions, institutional-style operations, give-up flows	Custodian confirmation cut-offs govern the day — see Institutional and custodial
Body corporate category 07 instead of 04	Statutory corporations, cooperative bodies and entities not incorporated under the Companies Act	Director block still applies; CIN replaced by the registration number
LLP	Fewer filings, demat still in the entity’s name	No board-resolution machinery, so authority is harder to verify externally — see Partnership and LLP
Section 8 company	Not-for-profit purposes	Attracts NPO treatment: DARPAN identifier and NPO status/sub-status per CDSL 2026/509 — see Trust, society and AOP

Practical notes

• [gotcha] CIN is 21 characters and encodes listing status, industry, state, year and registration number. Validate length and structure at entry, then confirm against MCA master data — a transposed CIN produces a valid-looking string and a silent UCC mismatch later.
• [gotcha] A struck-off or dormant company on MCA can still hold a valid PAN and a bank account. PAN validation will pass and the client is nonetheless ineligible. MCA status is the authoritative existence check.
• [risk trade-off] Foreign-parent structures frequently cannot identify any natural person above 10 per cent because the chain ends at a widely held listed parent or a sovereign fund. The senior-managing-official fallback is the correct answer, but it must be recorded with the reason and the chain traced as far as it goes, not asserted as a shortcut. [industry practice]
• [cost optimization] MCA verification before document collection is the highest-leverage control in corporate onboarding: one lookup eliminates name, status, incorporation-date and director-list mismatches that would otherwise be found after a board meeting has already been held to pass the resolution.
• [gotcha] The board resolution is the document clients most often submit in the wrong form — an extract without the certification, or a resolution of a committee rather than the board. Publish a model resolution with the account-opening kit; it converts a multi-week loop into a single meeting.
• [industry practice] Request the shareholding pattern as at a stated date and require re-confirmation at re-KYC. A UBO set captured once and never refreshed is the most common finding in inspections of non-individual books. [industry practice — unverified]
• [gotcha] LEI renewal is annual and independent of any broking event, so nothing in the broking workflow naturally surfaces it until CDSL/OPS/DP/POLCY/2024/51 freeze reason 30 appears. Put LEI expiry in the same reminder pipeline as re-KYC and nomination follow-ups.
• [gotcha] A resolution silent on pledge blocks margin pledge, MTF and DDPI. Ask for the full authority set up front; a client who wants only cash-segment trading today will want MTF within a quarter.
• [industry practice — unverified] Some brokers require a company secretary’s certificate confirming that the resolution is in accordance with the articles, which shifts the substantive review to the client’s own professional. It shortens internal review but does not remove the broker’s obligation to read the articles.

Cross-references

• Non-individual entities appendix — the planning-stage summary of entity types and per-vendor touchpoints.
• CKYC integration — constitution type 03, legal-entity template, UBO fields and the non-individual upload endpoint.
• KRA integration — Section 7 corporate fields, FATCA entity classification, GIIN and sponsoring-entity fields.
• CDSL BO account reference — Section 9.1 corporate account fields, CO account type, signatory and operating-instruction codes.
• NSE UCC integration — client categories 04 and 07, the director block and non-individual mandatory fields.
• Field atlas — demat account — LEI element at both depositories with its provenance.
• AML screening — UBO, director and signatory screening against sanctions and PEP lists.
• Re-KYC — periodic updation cadence that UBO and LEI refresh ride on.
• Partnership and LLP, Trust, society and AOP and Institutional and custodial — the variants that reuse this page’s authority and ownership machinery.

Verified through

2026-09-11

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AI-generated and not legal, financial, or compliance advice. See the project README for full disclaimer.