MCA’s 2025 NOTIFICATIONS: KEY AMENDMENTS TO COMPANIES RULES AND E-FILING FORMS
Introduction
In furtherance of the earlier announcement regarding migration of 38 E-forms from V2 portal to V3 Portal of the Ministry of Corporate Affairs (“MCA”), the MCA has published 5 (Five) Notifications dated 30th May 2025 (“Companies Amendment Rules“). These Notifications introduce amendments to various rules framed under the Companies Act, 2013 (“Act”), with the aim to enhance corporate transparency, accountability, and streamline compliance processes through digitalization.
These Companies Amendment Rules will come into force on 14th July 2025.
The key amendments to rules and the substituted or omitted company forms are detailed below:
- Introduction of Revised Form GNL-1 and Updated Filing Procedures[1]
MCA vide its Notification No. G.S.R. 360(E) dated 30th May 2025 introduces the Companies (Registration Offices and Fees) Amendment Rules, 2025, specifically substituting Form GNL-1 under the Companies (Registration Offices and Fees) Rules, 2014.
Form GNL-1 is used to file applications with the Registrar of Companies (ROC) when no specific e-form is prescribed for filing.
Key changes introduced:
- The list of persons against whom an application for compounding of offences can be filed is expanded to include the Chief Executive Officer and Chief Financial Officer.
- Detailed disclosures are now required regarding the period of default, reasons for non-compliance, status of rectification, and justification for non-levy of compounding fees.
- Applicants are now required to confirm any ongoing investigations, disclose the investigating agency’s name, and provide relevant case details.
- The verification section now mandates the inclusion of the applicant’s digital signature, designation, and DIN/PAN/Membership Number. Additionally, a certificate from a practicing professional is required.
- ISO Country Code, stamp duty particulars, and MGT-14 related resolution details are no longer required.
- CRA-2 and CRA-4 Updates under 2025 MCA Reforms[2]
MCA vide its Notification No. G.S.R. 361(E) dated 30th May 2025 has introduced the Companies (Cost Records and Audit) Amendment Rules, 2025, specifically substituting Form CRA-2 and Form CRA-4 under the Companies (Cost Records and Audit) Rules, 2014.
Key changes introduced:
Form CRA-2 is used for intimating the appointment of a cost auditor by the company to the Central Government (CG).
- The amended Form now under the “Nature of Intimation” section provides distinct categories wherein each category is accompanied by specific disclosure requirements.
- New data fields such as the eForm SRN and eForm filing date have been introduced.
- Details like Global location number (“GLN”) are omitted.
Form CRA-4 is used for filing Cost Audit Report with the CG.
- The amended form adds a field to confirm Annual General Meeting extension, including SRN of Form GNL-1 and revised AGM dates.
- New data fields such as the eForm SRN and eForm filing date have been introduced.
- Details like GLN are omitted.
- Amended Auditor Reporting Framework and ADT Forms[3]
MCA vide its Notification No. G.S.R. 359(E) dated 30th May 2025 has introduced the Companies (Audit and Auditors) Amendment Rules, 2025, specifically amending Rule 13 and substituting Forms ADT-1, ADT-2, ADT-3, and ADT-4 under the Companies (Audit and Auditors) Rules, 2014.
Key changes introduced:
Rule 13
Under the revised Rule 13, the method for submitting fraud reports has been updated. Previously, reports were sent physically in a sealed envelope via post, followed by a confirmation email. This process has been replaced, and reports shall now be filed electronically in Form ADT-4.
Form ADT-1 Form ADT-1 is used to notify the ROC of an auditor’s appointment post-AGM.
- The revised form requires disclosure under Section 139(2), appointment details, and confirmation of consideration of the Audit Committee recommendation.
- Mandatory attachments now include the auditor’s written consent and a copy of the intimation sent by the company.
Form ADT-2 is used to seek CG approval for early removal of an auditor.
- Auditors must now specify whether they are individuals or part of a firm, provide their membership number, and attach proof of service to the defending or responding auditor.
Form ADT-3 is used to notify the ROC of an auditor’s resignation.
- The revised form now mandates the inclusion of the SRN of ADT-1, auditor’s membership number, PAN, name, and date of appointment.
- Submission of a resignation letter is now a mandatory attachment.
Form ADT-4 is used by auditors to report suspected fraud to the CG.
- The amendment introduces new requirements, details of the auditor/firm, number of offices, and fraud period.
- The form must now be digitally signed by a practicing professional, stating their designation, membership, and Certificate of Practice number.
- MCA’s 2025 Amendment to MGT Forms[4]
MCA vide its Notification No. G.S.R. 358(E) dated 30th May 2025 introduces the Companies (Management and Administration) Amendment Rules, 2025, specifically substituting Forms MGT-7, MGT-7A, and MGT-15 under the Companies (Management and Administration) Rules, 2014.
Key changes introduced:
Form No. MGT-7 is used by companies (excluding OPCs & Small Companies) to file their Annual Return with ROC.
- Companies must now specify the financial year of the AGM to enhance traceability and accuracy in statutory filings. It is now mandatory to provide a comprehensive summary of indebtedness for debentures.
- The amendment also mandates a detailed, category-wise classification of shareholders, including promoters, public, institutional, and non-institutional holdings.
Form No. MGT-7A is used by OPCs and small companies to file annual returns with the ROC.
- As part of increased compliance measures, companies are now required to upload a clear external photograph of their registered office premises, explicitly displaying the company’s name on the building.
Form No. MGT-15 is used by listed public companies for filing Report with ROC on AGM.
- The amendment introduces a formal declaration in the form, which must be authenticated using a Digital Signature Certificate and digitally signed by the Chairman or an authorized signatory.
- The form must be digitally signed by the Company Secretary, indicating their Associate or Fellow status and membership number.
- Enhanced Disclosure and E-Filing Norms under Revised Accounts Rules[5]
MCA vide its Notification No. G.S.R. 357(E) dated 30th May 2025 has introduced the Companies (Accounts) Second Amendment Rules, 2025, specifically amending Rules 5, 8, and 12, and substituting Forms AOC-1, AOC-2, AOC-4, AOC-4 CFS, AOC-4-NBFC (Ind AS), AOC-4 CFS NBFC (Ind AS), and CSR-2 under the Companies (Accounts) Rules, 2014.
Key changes introduced:
Rule 5 has been amended to substitute “Form AOC-1” with “e-Form AOC-1”, reflecting the shift towards electronic filing.
Rule 8 has been amended to replace “Form AOC-2” with “e-Form AOC-2” under sub-rule (2). Further, clause (x) of sub-rule (5) has been revised to mandate disclosure of details pertaining to cases of sexual harassment at the workplace. Companies are now required to report the number of complaints received during the year, the number of complaints disposed of, and the number of complaints pending for more than ninety days. Additionally, a new clause (xiii) has been inserted under the same sub-rule, requiring companies to provide a statement confirming compliance with the provisions of the Maternity Benefit Act, 1961.
Rule 12 has been amended to insert a new sub-rule (1C), which mandates that companies must file e-Forms containing the Extract of the Board’s Report and the Standalone and Consolidated Auditor’s Reports along with the AOC-4 forms and their relevant attachments in PDF format. Additionally, financial statements that are duly signed and authenticated as per Section 134 of the Companies Act, 2013 are now required to be filed in XBRL format.
Forms AOC-1 and AOC-2 are used under the Act to provide details related to subsidiaries, associate companies, joint ventures, and related party transactions. The amendment to these two forms introduces an option for additional attachments and a declaration that must be digitally signed by authorized personnel.
Form AOC-4 is used by companies to file their financial statements with the ROC. The amendment mandates the company’s name and address, signatory and AGM details, and requires a detailed breakdown of balance sheet figures, including specific entries for various loans, borrowings, and trade receivables.
Form AOC-4 CFS, AOC-4-NBFC (Ind AS), AOC-4 CFS NBFC (Ind AS) are used to file financial statements with the ROC under the Act. The amendment omits the GLN, requires a more detailed auditor’s report, and makes the statement of subsidiaries no longer compulsory.
Form CSR-2 used for companies in India to report their Corporate Social Responsibility (“CSR”) activities. Companies are no longer required to mandatorily fill in net profit details, CSR obligation, CSR expenditure, or the reasons for failure to spend two percent of the average net profit.
Conclusion
The MCA’s 2025 notifications mark a significant move towards digital compliance and improved corporate transparency under the Companies Act, 2013. With e-filing and professional authentication, the reforms introduce stricter reporting requirements and disclosures. The amendment also streamlines various forms, reflecting an effort to reduce administrative burden while maintaining data quality and strengthening governance.
[1]https://www.mca.gov.in/bin/ebook/dms/getdocument?doc=NTQwNjEwNDM2&docCategory=Notifications&type=open
[2]https://www.mca.gov.in/bin/ebook/dms/getdocument?doc=NTQwNjExNTg0&docCategory=Notifications&type=open
[3]https://www.mca.gov.in/bin/ebook/dms/getdocument?doc=NTQwNjEyMjgw&docCategory=Notifications&type=open
[4]https://www.mca.gov.in/bin/ebook/dms/getdocument?doc=NTQwNjEzMTQx&docCategory=Notifications&type=open
[5]https://www.mca.gov.in/bin/ebook/dms/getdocument?doc=NTQwOTQ3NDc4&docCategory=Notifications&type=open