Recent MCA Amendments

Small Company

Central Government, vide notification on 1^st December, 2025 has amended Companies (Specification of Definition Details) Amendment Rules, 2025. New threshold will come into force from 1^st December 2025.

Definition of amending small company to provide various advantages to corporate sector. This move likely to get more companies under “Small Company” category and benefit them in form of compliance requirement. This move would indirectly benefit to startups in India.

Definition of small company as per Companies (Specification of Definition Details) Amendment Rules, 2025.

Small company means a company other than public company:

Paid-up share capital does not exceed Rs. 10 Crore and
Turnover as per Profit and loss account for immediately preceding FY does not exceed Rs. 100 Crores.

(Note: Revised threshold limit will apply for determining small company u/s 2(85) of Companies Act, 2013.)

Previous definitions of Small Company

As on 1^st April 2014

Small company means a company which is not public company:

Paid-up share capital does not exceed Rs. 50 Lakh and
Turnover as per Profit and loss account for immediately preceding FY does not exceed Rs. 2 Crores.

As on 1^st April 2021

Small company means a company other than public limited company:

Paid-up share capital does not exceed Rs. 2 Crore and
Turnover as per Profit and loss account for immediately preceding FY does not exceed Rs. 20 Crores.

As on 15^th September 2022

Small company means a company other than public company:

Paid-up share capital does not exceed Rs. 4 Crore and
Turnover as per Profit and loss account for immediately preceding FY does not exceed Rs. 40 Crores.

Purpose of Amendment

Bring more companies under small company category
To reduce compliance requirement
Simplified Governance structure

Director KYC Compliance

Rules 12A of Companies (Appointment and Qualification of Directors) Amendment Rules, 2025 notified on 31st December, 2025 related to KYC compliances and which shall be effective from 31^st March 2026.

Annual KYC requirement has been replaced with once in three year i.e. filing KYC intimation every 3^rd (third) consecutive of financial year by 30^th June through form DIR-3 KYC Web.

This form used for various purpose which are:

Changes in his personal mobile number,
Changes in email address
Residential address
Reactivation of DIN.

Verification done through Digital Signature of DIN holder and certified by professional (CS/CA/CMA) during KYC filing process only if KYC form submitted for changes of mobile number, email address or residential address etc.

MINISTRY OF CORPORATE AFFAIRS

NOTIFICATION

New Delhi, the 31st December, 2025

G.S.R. 943(E).—In exercise of the powers conferred under second proviso to sub-section (1), sub-section (4), clause (f) of sub-section (6) of section 149, sub-sections (3) and (4) of section 150, section 151, sub-section (5) of section 152, sections 153, 154, 157 and 160, sub-section (1) of section 168 and section 170 read with section 469 of the Companies Act, 2013 (18 of 2013), the Central Government hereby makes the following rules further to amend the Companies (Appointment and Qualification of Directors) Rules, 2014, namely: —

1. (1) These rules may be called the Companies (Appointment and Qualification of Directors) Amendment Rules, 2025.

(2) They shall come into force on the 31st day of March, 2026.

2. In the Companies (Appointment and Qualification of Directors) Rules, 2014, –

(a) in rule 11,— (i) in sub-rule (1), for the words and brackets “Regional Director (Northern Region), Noida”, the words and letter “Regional Director, Northern Region Directorate I” shall be substituted;

(ii) in sub-rule (2),— (I) for the words and brackets “Regional Director (Northern Region)”, at both the places where they occur, the words and letter “Regional Director, Northern Region Directorate I” shall be substituted; (II) for the words, letters and figures “particulars in e-form DIR-3-KYC or the web service DIR-3 KYC-WEB, as the case may be, within stipulated time in accordance with rule 12A”, the words, letters and figures “particulars in Form No. DIR-3-KYC-Web in accordance with rule 12A” shall be substituted;

(iii) in sub-rule (3), for the words, letters and figures “only after e-form DIR-3-KYC or the web service DIR3-KYC-WEB, as the case may be, is filed”, the words, letters and figures “only after Form No. DIR-3-KYCWeb is filed” shall be substituted;

(b) for rule 12A, the following rule shall be substituted, namely:-

“12A. Directors KYC and updation thereof.— (1) Every individual who holds a Director Identification Number as on the 31st March of a financial year, shall file KYC intimation in Form No. DIR-3 KYC Web to the Central Government on or before the 30th June of the immediately following every third consecutive financial year.

(2) Every individual holding a Director Identification Number shall, in the event of change in his personal mobile number, email address or residential address, submit Form No. DIR-3 KYC Web within a period of thirty days of such change along with fee as provided under the Companies (Registration Offices and Fees) Rules, 2014.”

Important MCA Amendments

Amendments from Financial Year 2025-26 from MCA (Ministry of Corporate Affairs) other than above following are additional amendments which already publish on website- Recent MCA Update Amendment under Companies Act, 2013:

Companies (Accounts) Second Amendment Rules, 2025
MCA Portal Evolution
Companies (Audit and Auditors) Amendment Rules, 2025
Companies (Incorporation) Amendment Rules, 2025
Companies (Cost Records and Audit) Amendment Rules, 2025
Companies (Management and Administration) Amendment Rules, 2025

Conclusion

MCA has always been committed to taking measures which create a more conducive business environment for law-abiding companies, including reduction of compliance burden of small companies.

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