MCA Updates
Revised definition of Small Company under the Companies Act, 2013
The Ministry of Corporate Affairs, through notification G.S.R. 880 (E) dated 1st December 2025, has revised the definition of a “Small Company” by introducing the Companies (Specification of Definition Details) Amendment Rules, 2025. Regulatory Updates
Accordingly, in the Companies (Specification of Definition Details) Rules, 2014, in Rule 2, sub-rule (1), clause (t) shall be substituted as follows:
“(t) For the purposes of sub-clause (i) and sub-clause (ii) of clause (85) of section 2 of the Act, the paid-up capital and turnover of a small company shall not exceed ₹10 crores and ₹100 crores, respectively.”
The notification shall come into force from the date of publication in the official gazette.
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Relaxation of additional fees and extension of time for filing of Financial Statements and Annual Returns under the Companies Act, 2013
In continuation of General Circular No. 06/2025 dated 17 October 2025, the Ministry of Corporate Affairs, vide General Circular No. 08/2025 dated 30 September 2025, permitted companies to complete their annual filings for the financial year 2024–25, namely e-Forms MGT-7, MGT-7A, AOC-4, AOC-4 CFS, AOC-4 NBFC (Ind AS), AOC-4 CFS NBFC (Ind AS), and AOC-4 (XBRL), up to 31 January 2026 without the levy of additional fees. Regulatory Updates
All other provisions of General Circular No. 06/2025 shall remain unchanged.
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Requirement of an Indemnity Bond in form STK-3A for appointment of Directors nominated by the Central or State Government
The Companies (Removal of Names of Companies from the Register of Companies) Amendment Rules, 2025 have been notified under G.S.R. 940(E) and will come into effect from the date of publication in the Official Gazette. Regulatory Updates
The amendment inserts an additional proviso to Rule 4(3) of the Companies (Removal of Names of Companies from the Register of Companies) Rules, 2016. It provides that, in the case of Government companies (including their subsidiaries), the indemnity bond in Form STK-3A for directors appointed or nominated by the Central or State Government shall be executed by an authorised representative of the concerned administrative Ministry or Department, not below the rank of Under Secretary or equivalent, on behalf of the Company.
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Amendments to Director KYC Requirements and Regional Director References
The Companies (Appointment and Qualification of Directors) Amendment Rules, 2025, notified under G.S.R. 943(E), will come into force on 31 March 2026. The amendment updates references to the Regional Director, Northern Region Directorate I and rationalises Director KYC compliance by substituting Rule 12A. Under the revised framework, directors must file Form DIR-3 KYC Web once every three consecutive financial years by 30 June, and report any change in personal details within 30 days. The existing DIR-3 KYC forms are replaced with a single web-based form. Regulatory Updates
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SEBI Updates
Modification in the conditions specified for reduction in denomination of Debt Securities
SEBI issued a circular on 18 December 2025 amending the conditions for issuing debt securities and non-convertible redeemable preference shares at a reduced denomination of ₹10,000 under its NCS (Non-Convertible Securities) Master Circular.
Previously, this reduced denomination was permitted only for securities that paid interest or dividends, which excluded zero-coupon debt securities. Following market feedback that zero-coupon instruments — typically issued at a discount and redeemed at par — are attractive to investors, SEBI has now explicitly included zero-coupon debt securities with fixed maturity (and no structured obligations) within the scope of eligible instruments that may be privately placed at the ₹10,000 face value. Regulatory Updates
All other conditions of the original Master Circular remain unchanged, and this amendment applies to privately placed debt securities proposed to be listed from the date of the circular.
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Ease of doing investment- Review of simplification of procedure and standardization of format of documents for issuance of duplicate certificates
SEBI, vide Circular No. SEBI/HO/MIRSD/MIRSD_RTAMB/P/CIR/2022/70 dated 25 May 2022, read with Paragraph 22 of the Master Circular for Registrars to an Issue and Share Transfer Agents (RTAs) dated 23 June 2025 (“Master Circular”), had prescribed the documentary and procedural requirements, along with applicable thresholds, for the issuance of duplicate securities certificates. Regulatory Updates
Subsequently, SEBI, vide its circular dated 24 December 2025, has revised Paragraphs 22.1.1, 22.1.2, 22.1.3, and 22.1.4 of the Master Circular with the objective of simplifying the procedure for issuance of duplicate certificates and making the process more investor-friendly. Pursuant to this revision, the threshold limit for availing simplified documentation has been enhanced from the existing INR 5,00,000 (Rupees Five Lakhs) to INR 10,00,000 (Rupees Ten Lakhs). The circular is effective immediately. Regulatory Updates
Further, with a view to streamlining the documentation process, SEBI has decided to:
- Prescribe a standardized Affidavit-cum-Indemnity Bond;
- Rationalize the documentation requirements for securities having a value exceeding INR 10,00,000 (Rupees Ten Lakhs); and
- Dispense with the requirement of notarisation of the Affidavit-cum-Indemnity Bond in cases involving securities with a value of up to INR 10,000 (Rupees Ten Thousand).
These measures are intended to promote ease of investment and facilitate timely restitution of investors’ rights in securities. It is clarified that all duplicate securities shall be issued only in dematerialised form, and listed companies and RTAs shall process requests for issuance of duplicate securities strictly in accordance with the revised procedure.
The revised provisions shall also apply to ongoing requests for issuance of duplicate securities that are currently under process, so as to extend the benefit of the simplified procedure to investors. However, where investors have already submitted documents under the earlier framework, listed companies and RTAs shall not require re-submission of such documents in the revised formats.
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Income Tax Updates
CBDT Initiative for Voluntary Review of Deduction/Exemption Claims
The Income Tax Department had launched a data‑driven “NUDGE” campaign to encourage taxpayers to voluntarily review and correct deduction or exemption claims identified as potentially ineligible through advanced risk analytics for Assessment Year 2025‑26. Identified taxpayers were being contacted via SMS/email under the Non‑intrusive Usage of Data to Guide and Enable framework to review and, if necessary, revise their Income‑tax Returns (ITRs) before the 31 December 2025 deadline to avoid further enquiries. The initiative reflects a trust‑first, non‑intrusive compliance approach and leverages technology to promote transparency and voluntary tax compliance.
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Authority for Handling Appeals in Search & Survey Cases
The CBDT has designated specific Commissioners of Income‑tax (Appeals) to handle appeals arising from search, requisition, or survey assessments under the Income‑tax Act, 1961. This includes appeals against assessments and penalty orders based on seized or impounded material under sections 246A and 248. The notification updates previous arrangements to streamline appellate jurisdiction and ensure efficient disposal of such cases, effective from its publication in the Official Gazette. Regulatory Updates
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Supreme Court of India has mandated strict timelines for oral arguments and filing of brief written submissions
In order to facilitate effective Court Management and equitable distribution of Court working hours and to ensure speedy and proper administration of justice, as directed by Hon’ble the Chief Justice of India and all the Hon’ble Judges, there shall be a Standard Operating Procedure for adhering to timelines for submission of oral arguments in all cases, with immediate effect: Regulatory Updates
1) Senior Advocates, Arguing counsel and/or Advocate-on-record, shall submit the timelines for making oral arguments in all post-notice and Regular Hearing matters, at least a day prior to the commencement of the hearing of the case. The same shall be submitted to the Hon’ble Court through the online portal for submitting Appearance Slips already provided to the Advocate-on record.
2) Arguing counsel and/or Senior Advocates, through their Advocate-onrecord or Nodal Counsel/s nominated by Hon’ble Court, if any, shall file a brief Note / written submission not exceeding five (5) pages, after serving its copy on the other side, at least three;
(3) days prior to the date of hearing, in order to ensure compliance of such timelime; and, 3) All counsel shall strictly adhere to the timelines fixed and conclude their oral arguments.
Income-tax department has released FAQ in respect of 80G deductions as part of Nudge Campaign
The Income-tax department has released an 22 FAQ in relation to 80G deduction as part of the Nidge Campaign. We have seen e-mails being sent to Tax payers who have claimed 80G in their income tax return for financial year 2024-25, which are not in line with the FAQ. Regulatory Updates Regulatory Updates
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As per sources, the Net direct tax collection for FY 2025-26 has increased by 8% and advance tax collection has increased by 7.98%
As per the Income tax department released data, direct tax collection as on December 17, 2025, after considering the refunds, is Rs. 1,704,725.21 Cr, which is 8% higher as compared to the last year’s net direct tax collection being Rs. 1,578,432.51 Cr. Further, the data, also shows a net increase of 7.98% in advance tax collected during FY 2025-26 as compared to the previous year.
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GST Updates
Auto Suspension of GST Registration for Non-Submission of Bank Details (Rule 10A)
As per Rule 10A of the CGST Rules, taxpayers must furnish their bank account details within 30 days of GST registration or before filing GSTR-1/IFF, whichever is earlier. Failure to do so leads to automatic suspension of GST registration by the system. The suspension order can be viewed on the GST portal under Notices and Orders. Registration is automatically restored once the bank details are updated through non-core amendment.
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Advisory on Reporting Values in Table 3.2 of GSTR-3B
Table 3.2 in Form GSTR-3B captures inter-state supplies to unregistered persons, composition taxpayers, and UIN holders, and its values are auto-populated from GSTR-1, GSTR-1A, and IFF filings. From the November 2025 tax period onwards, these auto-populated values will be non-editable, and GSTR-3B must be filed with the system-generated figures. If corrections are needed, taxpayers should amend the data via Form GSTR-1A for the same period, which will update the values in Table 3.2 before filing the return. Taxpayers are advised to ensure accurate reporting in their outward supply returns so the auto-populated figures in GSTR-3B are correct.
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Central Goods and Services Tax (Fifth Amendment) Rules, 2025 — Key Update
The Central Goods and Services Tax (Fifth Amendment) Rules, 2025 were notified by the Central Board of Indirect Taxes and Customs (CBIC) through Notification No. 20/2025–Central Tax dated 31 December 2025, and are effective from 1 February 2026. These rules amend the CGST Rules, 2017 by inserting a new Rule 31D, which mandates that the value of supply for specified goods such as pan masala and certain tobacco and nicotine products shall be deemed to be the declared retail sale price (RSP) less applicable tax, thereby standardising valuation for GST purposes. Additionally, an amendment to Rule 86B provides limited relief to registered persons (other than manufacturers) where tax on these goods has already been paid on an RSP basis, helping ensure compliance and curb undervaluation.
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Notification of Supplies for RSP-Based Valuation under Section 15(5) of the CGST Act
The Government has issued Notification No. 19/2025–Central Tax dated 31 December 2025 amending the earlier notification under Section 15(5) of the CGST Act to notify certain supplies for valuation based on the Retail Sale Price (RSP). This change mandates that the value of supply for specified goods like pan masala and tobacco and nicotine products will be determined on the basis of declared RSP (inclusive of all taxes) from 1 February 2026, overriding the usual transaction value rules. The amendment lays down treatment where multiple or varied RSPs are declared and ensures consistent valuation for GST purposes.
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Lok Sabha QA 2414 on GST Automation and Tax Evasion
In Lok Sabha Unstarred Question No. 2414, answered by Shri Pankaj Chaudhary on 18 December 2025, the Government highlighted that GST automation, including e‑invoicing and real-time data matching, has helped reduce tax evasion and improve compliance. Digital systems and analytics strengthen revenue collection, widen the tax base, and make enforcement more efficient, while also simplifying compliance for MSMEs and startups.
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ICAI Revised Technical Guide on GSTR‑9C under GST 2.0
The Institute of Chartered Accountants of India (ICAI) has released the December 2025 edition of its Technical Guide on Form GSTR‑9C, updated to reflect the GST 2.0 regime and recent statutory and procedural changes. This guide provides detailed, practical guidance on reconciling annual financial statements with GST returns, including turnover, tax liability, and input tax credit reconciliation, along with checklists and explanations of common errors. It aims to support taxpayers and professionals in preparing accurate, compliant reconciliation statements and enhance transparency in annual GST reporting. The guide incorporates the latest clarifications and aligns with updated compliance requirements for high‑turnover taxpayers.
