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Rule 304Published

Rule 304: Admission of company directors to a superannuation fund

Rule 304 restricts directors. Rules 301 to 315 govern approved superannuation funds under Part B of Schedule XI to the Act. A director of a company may receive benefits from the fund only if he is a whole-time bona fide employee of the company and does not beneficially own shares carrying more than 5% of the total voting power.

Official notified Income-tax Rules, 2026

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This article is for general information. Read the official Rules and applicable Act amendments, including the Taxation and Other Laws (Amendment) Act, 2026. If you need professional advice for your situation, contact Bizeneed.

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Bare law

Rule 304 - Admission of directors to a fund

A director of a company, as defined in section 2(20) of the Companies Act, 2013 (18 of 2013), may only receive benefits from the fund, if he is a whole-time bona fide employee of the company and does not beneficially own shares in the company carrying more than 5% of the total voting power.

Rule breakdown

Two conditions

Whole-time bona fide employee of the company.

Beneficial shareholding not more than 5% of total voting power.

Key takeaways

Whole-time

Director must be a whole-time employee.

5% limit

Voting power not above 5%.

Both needed

Both conditions must be met.

Practical checklist

  • Check the director's voting power each year.

Avoid

  • Do not admit part-time directors.

FAQs

Can a promoter-director with 20% voting power join?

No, Rule 304 bars benefits where beneficial shareholding carries more than 5% of voting power.

Can a non-executive director benefit?

Only a whole-time bona fide employee qualifies.

Is there a similar rule for gratuity funds?

Yes, Rule 320.

Glossary

Beneficial ownership
Ownership of shares for one's own benefit.
Voting power
Voting rights attached to shares.

Official sources