Do not use the major-holder list as Schedule SH-1
For FY 2025–26 and AY 2026–27, a company within Schedule SH-1 should prepare the three populations required by the notified ITR-6: holders at year-end, applicants with equity share application money pending allotment at year-end, and holders who held shares during the year but were no longer shareholders at year-end. The 10% voting-power threshold in Part A-GEN A24 and A25(a) is a separate test. Do not use it to drop a small holder or an exited holder from SH-1.
Read the applicable text: CBDT Notification 49/2026: Part A-GEN and Schedule SH-1 CBDT Notification 61/2026: ITR-6 corrigendum Official AY 2026–27 ITR-6 schema: ScheduleSH CBDT AY 2026–27 validation rules AY 2026–27 ITR utilities and validation materials Finance Act, 2026: section 139 amendment CBDT Circular 7/2026: specified extensions.
Determine the form and schedule before importing data
AY 2026–27 uses the Income-tax Act, 1961 return framework. CBDT Notification 49/2026 notified this ITR-6; read it with the corrigendum in Notification 61/2026, which does not amend Schedule SH-1. The unlisted-company question is Part A-GEN A26 item 8 and directs attention to SH-1 and AL-1. SH-1 expressly excludes section 8 or former section 25 companies, companies limited by guarantee under Companies Act section 3(2), and start-ups within SH-2. The notified SH-2 heading refers to a start-up that filed Form-2 under paragraph 5 of the DPIIT notification dated 19 February 2019. Use the actual schedule conditions rather than substituting a label such as private company or start-up.
Build the three shareholding populations independently
For year-end holdings, use the register and, where applicable, depository evidence. Reconcile holder identity, residential status, share class, allotment date, number of shares, face value, issue price and amounts the issuer received. Use actual pending applications for the second block; pending amounts are separate from shares already allotted. For the exit block, retain the dates and mode of cessation and the new shareholder's PAN in a transfer or sale as called for by the form. A partial sale by a person who still holds shares at year-end is not by itself an exit from the shareholder population. Keep the transaction evidence in the year movement file.
Trace beneficial ownership through the year
A24 asks for persons who beneficially owned shares with not less than 10% of voting power at any time in the year. For an unlisted company, A25(a) separately asks for ultimate beneficial owners who are natural persons, directly or indirectly, on the stated 10% voting-power basis. Start with an effective-date history and voting rights by class. A share-count percentage may not equal voting power. Use voting power to test whether the person must be disclosed, then complete the separate form column for the percentage of shares held on the supported facts. Preserve the ownership chain and basis of the conclusion; avoid treating the current group chart or a Companies Act filing as conclusive for the ITR questions. A25(b) and (c) ask about the immediate and ultimate parents of the foreign company filer; they are not general parent fields for an Indian subsidiary.
Check the output, not just the input screen
The official AY 2026–27 JSON schema uses ScheduleSH, with SH-1 under ShrhldngUnlistedCompany. The arrays DtlsSHEndPreviousYearUC, DtlsEquityShareEndPrvYr and SHDtlsAnyTimePrevYearUC correspond to the three blocks. Match counts and amounts to the signed working, check any missing or rejected identifiers in the current official utility, and do not substitute an invented PAN. If a third-party tool displays major holders but exports no applicable SH-1 rows, resolve the import mapping or use the official filing route. A structurally valid JSON does not prove that every applicable disclosure was filled.
Use the current filing calendar and utility
As at 6 November 2026, the department lists offline ITR-6 version 1.0.2 dated 4 November 2026 and the separate schema and validation materials. Circular 7/2026 extends the serial number 2 return deadline under Explanation 2 to section 139(1) from 31 October to 21 November 2026 and its specified audit-report date from 30 September to 21 October 2026. The serial number 1 return deadline for cases covered by section 92E is 30 November 2026 under the statute and is outside that circular's extension. Keep the filing class and the schedule completeness check as separate review items.
Six worked illustrations
All facts and amounts are fictional. Calculations illustrate the stated assumptions, not a predetermined legal outcome.
Illustrative example 1: Small year-end holder still belongs in SH-1
Of 10,000 equal-vote equity shares, one shareholder holds 450 throughout the year, or 4.5%. Include the year-end holding in SH-1. If there is no other beneficial voting interest, this holding alone does not meet the 10% A24 threshold.
Illustrative example 2: Exited holder crossed 10% during the year
A registered shareholder beneficially owned 1,200 of 10,000 equal-vote shares, or 12%, before transferring all of them. The year-end holding is zero. Include the holder in the SH-1 exit block and assess A24 for the 12% period; if the holder is also the ultimate natural owner on these facts, include the applicable A25(a) disclosure.
Illustrative example 3: Part-sale versus full exit
A shareholder begins with 1,500 of 10,000 equal-vote shares and sells 900. Closing holding is 600 shares, or 6%. The holder remains in the closing block, not the exit block merely because of this sale. The earlier 15% still matters for the A24 test on the assumed beneficial ownership facts.
Illustrative example 4: Separate capital, premium and unapplied money
A company allots 2,000 fully paid shares of ₹10 face value at ₹35 and receives the entire issue price. The receipt is ₹70,000, comprising ₹20,000 nominal capital and ₹50,000 premium. A separate ₹18,000 equity application balance still pending at year-end is kept in the pending block.
Illustrative example 5: Share-count ratio does not decide voting power
A person's 900 shares represent 9% of 10,000 issued shares. Assume the valid rights on the tested date give those shares 1,800 of the 15,000 votes and the person beneficially owns them. Voting power is 12%, so the A24 test is met even though share count is below 10%.
Illustrative example 6: Find the missing closing row
Opening shares are 10,000, new allotments 2,500 and cancellations 500. Transfers of 1,000 between holders change no issued total. Closing issued shares are 12,000. If the SH-1 closing working totals 11,800, investigate the 200-share difference before filing.
Ten-step verification table
| Step | Action | Evidence |
|---|---|---|
| 1 | Confirm the applicable return year and law | FY 2025–26 and AY 2026–27 return pack |
| 2 | Screen whether SH-1 applies | A26 item 8 and the notified schedule exclusions |
| 3 | Freeze legal holder and share-class data | Member register and depository reconciliation |
| 4 | Reconcile issued share counts | Opening, allotment, cancellation and closing working |
| 5 | Verify issue and receipt amounts | Allotment resolutions, bank and ledger support |
| 6 | Separate pending equity applications | Application register, bank and closing balance |
| 7 | Identify shareholders who exited | Effective dates, cessation method and supporting transfer details |
| 8 | Calculate beneficial voting rights over time | Voting rights matrix and ownership chain |
| 9 | Inspect all three applicable arrays | Final official utility output and schema |
| 10 | Retain the submitted version and proof | Signed reconciliation, filing acknowledgement and return copy |
Sixteen practitioner FAQs
1. Does SH-1 use a 10% threshold?
No. The notified SH-1 populations are separate from the A24 and A25(a) threshold tests.
2. Can I carry forward last year's holder rows unchanged?
Only after checking current-year allotments, transfers, cancellations, exits and pending amounts against the records.
3. Does a nil-tax return excuse Schedule SH-1?
The schedule follows the notified form and company facts; nil tax does not by itself remove it.
4. What if the company has only two holders?
Check both against the closing register and the applicable schedule; there is no two-holder exception in the heading.
5. Does a year-end cap table capture everyone A24 asks for?
No. A24 looks at beneficial voting power at any time during the previous year.
6. Is exactly 10% within the A24 or A25(a) threshold?
Yes. The form uses not less than 10%.
7. Is a corporate shareholder the ultimate natural person for A25(a)?
No. Follow the evidence through the chain to determine the relevant natural persons.
8. How should voting rights differ from nominal capital in the working?
Record effective rights by class and date and keep the voting denominator separate from nominal values.
9. Do all people who sell any shares belong in the exit block?
The block targets people who ceased to be shareholders by year-end after holding during the year.
10. Where does an unallotted equity subscription go?
Use the pending application money block where the application remains pending at year-end.
11. Do proceeds of a transfer between investors increase the issuer's capital?
A transfer alone changes holders, not the issuer's issued capital. Verify any separate issuance or payment to the company.
12. Should issue price and face value be entered as the same amount?
Use the supported figures. They can differ when shares are issued at a premium.
13. Is the notified SH-2 meant for all companies calling themselves start-ups?
No. Check the condition stated in the SH-2 heading and the company's evidence.
14. Should an Indian subsidiary fill A25(b) and (c) solely because its parents are foreign?
Those fields are labelled for a foreign company filer. Review the Indian company's other applicable disclosures independently.
15. What if the official utility rejects a holder identifier?
Verify actual identity data and the supported filing route. Do not make up a number to pass validation.
16. Does a clean schema check confirm SH-1 is complete?
No. Reconcile the applicable rows to the underlying working and inspect the final return before submission.
Official sources
CBDT Notification 49/2026: Part A-GEN and Schedule SH-1 CBDT Notification 61/2026: ITR-6 corrigendum Official AY 2026–27 ITR-6 schema: ScheduleSH CBDT AY 2026–27 validation rules AY 2026–27 ITR utilities and validation materials Finance Act, 2026: section 139 amendment CBDT Circular 7/2026: specified extensions