Form BO 04 in Sri Lanka: Filing Beneficial Ownership with Your Annual Return

What is Form BO 04?

Form BO 04 is the yearly beneficial ownership filing in Sri Lanka. Every company must file it together with its annual return (Form 15), confirming who its beneficial owners are as at the date of the annual return. In practice, BO 04 is filed on the separate Beneficial Ownership portal, which opens only after Form 15 is submitted on eROC. The government fee is Rs. 2,300 plus taxes.

Form BO 04 was introduced by the Companies (Beneficial Ownership) Regulations, No. 01 of 2026, which came into force on 30 March 2026. This guide explains, in plain language, who must file it, what information you need and how to avoid delays with your annual return.

Can Form 15 and BO 04 be filed together?

The regulations say Form BO 04 must be filed together with the annual return (Form 15). In practice, this is not yet possible, because eROC and the Beneficial Ownership portal are separate systems.

At present, the Beneficial Ownership portal opens for BO 04 only after Form 15 has been submitted on eROC. The Department of the Registrar of Companies has confirmed it cannot yet accept both in a single filing.

As company secretaries, we have formally asked the Department to allow Form 15 and BO 04 to be filed together. Until then, the practical approach is to submit Form 15 first and complete BO 04 straight after.

Who must file Form BO 04?

Every company registered in Sri Lanka must file Form BO 04 each year with its Annual Return (Form 15). This applies even if nothing about the company's ownership has changed during the year.

Who is a beneficial owner?

A beneficial owner is a real person (not a company) who ultimately owns or controls the company. In general, this means someone who holds or controls 10% or more of the company, directly or through other companies, or who has effective control in another way.

If a shareholder is another company, you need to look through it to find the real people behind it. Those people are the beneficial owners you report on Form BO 04.

What information does Form BO 04 need?

For each beneficial owner, as at the date of the annual return, Form BO 04 asks for:

• full name and any previous name;
• date and place of birth;
• nationality and country of residence;
• residential, business, postal and email addresses (and last known address, if different);
• telephone numbers;
• NIC, passport or TIN number, with the country of issue; and
• a short statement of how and to what extent the person owns or controls the company.

The form is submitted by a director or the company secretary, who confirms the details were checked against reliable documents. The identification details are the same as those required for the other beneficial ownership forms.

How to prepare for your BO 04 filing

1. Check the share register and confirm the shareholding as at the annual return date.
2. Identify every real person who owns or controls 10% or more, including through any corporate shareholder.
3. Collect up-to-date NIC or passport copies, TIN details and contact information from each beneficial owner.
4. Compare these details with what is already on the Beneficial Ownership Registry.
5. Prepare the annual return (Form 15) and the BO 04 details at the same time.
6. Submit Form 15 on eROC first, then file BO 04 on the Beneficial Ownership portal once it opens, and keep copies with the company records.

How does BO 04 fit with the other BO forms?

Form BO 04 is the yearly check. The other forms record changes as they happen during the year:

• BO 01 — when a new company is incorporated.
• BO 02 — within 20 working days of issuing new shares.
• BO 03 — within 20 working days of a share transfer.
• BO 04 — every year, with the annual return (Form 15).
• BO 05 — when appointing or changing the authorised person.
• BO 06 — when the beneficial ownership register is moved.
• BO 07 — once, to report existing beneficial owners of older companies.

If a beneficial owner's personal details change, such as their address, NIC, TIN or passport, report it within 14 working days through the Beneficial Ownership Change Module on eROC. Do not wait for the annual BO 04 filing.

What if your company was incorporated before 30 March 2026?

Older companies must first appoint an authorised person (BO 05) and report their existing beneficial owners (BO 07). Completing these early means your first BO 04 filing will go smoothly with your annual return.

If shares changed hands during the year, make sure each transfer was reported through BO 03. If the company issued new shares, each share issue must also have been reported through BO 02 within 20 working days. Read our guides on share transfers and share issues for the full process.

How much does it cost to file BO 04?

The government fee for Form BO 04 is Rs. 2,300 plus taxes. Our agency fee depends on the shareholding: it is lower where all shareholders are individuals, and higher where any shareholder is a company, because more work is needed to trace the real owners.

Common BO 04 mistakes to avoid

• Reporting a company as the beneficial owner instead of the real people behind it.
• Using out-of-date NIC, passport or address details.
• Forgetting share transfers or new share issues that were not reported during the year.
• Submitting Form 15 and forgetting to complete BO 04 once the Beneficial Ownership portal opens.
• Leaving the authorised person appointment (BO 05) incomplete for older companies, or not updating BO 05 when the authorised person changes.
• Not filing BO 06 when the beneficial ownership register moves, for example after a change of registered address through Form 13.

Need help with BO 04 and your annual return?