Home

Deutsch|English

Rödl & Partner opens new office in Waterloo, Canada |

Worldwide

Compliance News

published on 30 July 2025 I reading time approx. 7 minutes

Company Law Updates

1. Introduction of New Forms on Ministry of Corporate Affairs (“MCA”) Version 3 (“V3”) portal

MCA has recently mandated that all 38 (thirty-eight) e-forms, previously accessible on the Version 2 portal, must now be filed exclusively through the V3 portal with effect from 14 July 2025. This transition marks a shift from offline PDF form filling and uploading to an online, web-based filing system.

2. Key Changes in Annual Form filing and Board's Report

MCA, vide Notification No. G.S.R. 357(E) dated 30 May 2025, introduced the Companies (Accounts) Second Amendment Rules, 2025, which will come into force from 14 July 2025. The key changes are as follows:

Companies are required to file an e-form containing extracts from the Board’s Report and the Auditor’s Report. Previously, the Board's Report and the Auditor’s Report were submitted as attachments to Form AOC-4.
Forms AOC-1 and AOC-2 must now be filed as dedicated e-forms on the MCA portal. These forms were previously submitted as attachments to the Board’s Report.
Companies required to file Financial Statements in XBRL format are required to attach a copy of the signed financial statements, duly authenticated as specified under Section 134 of the Companies Act, 2013 (“Companies Act”) including the Board’s Report, Auditor’s Report, and other applicable documents in PDF format as an attachment to e-form AOC-4 XBRL.
Companies are now required to report specific data related to workplace harassment in their Board’s Report. This includes the number of complaints received under the sexual harassment policy, the number resolved during the year, and any cases pending for more than 90 (ninety) days.
The Board’s Report must now include a statement confirming that the company has complied with the provisions of the Maternity Benefit Act, 1961.

3. Key Changes in filing of Annual Return (Form MGT-7/MGT-7A) on the MCA portal

MCA has issued the Companies (Management and Administration) Amendment Rules, 2025. It is now mandatory to attach a recent photograph of the company’s registered office while filing Form MGT-7 or MGT-7A. The photograph must clearly show the external view of the building along with a signboard displaying the company’s name, registered office address, and GSTIN (if applicable), in accordance with the requirements under Section 12(3)(a) of the Companies Act. The signboard must be in legible letters in both English and the local language.

4. Amendment in Indian Accounting Standard with respect to Foreign Currency Transactions (IND AS 21)

The Companies (Indian Accounting Standards) Amendment Rules, 2025, primarily amend IND AS 21, focusing on currency exchangeability and the estimation of spot exchange rates when currencies are not directly exchangeable. These amendments are applicable from 1 April 2025.

Company Secretarial (CS) Compliance for Private Limited Companies

Below is a summary of the compliances that need to be adhered to in the next quarter (July – September 2025):

Particulars	Due Date
Filing of Annual return on Foreign Liabilities and Assets (“FLA Return")	15 July 2025 *Extended to 31 July 2025
Hold at least 1 (one) Board Meeting in the quarter July 2025- September 2025	30 September 2025
Director's KYC by every individual who holds DIN (KYC of Directors)	30 September 2025
Hold subsequent Annual General Meeting (For companies whose financial year has ended 31 March 2025)	30 September 2025
Filing of Revised Annual return on Foreign Liabilities and Assets (“FLA Return")	30 September 2025
Form ECB-2 Returns	In case External Commercial Borrowings (ECB), that is, commercial loans are availed by eligible resident entities from recognized non-resident lenders, such resident entities are required to file Form ECB-2 return within 7 (seven) working days from the closing date of each month.

Insolvency and Bankruptcy Code (IBC) Updates

1. Major Amendments to the Insolvency & Bankruptcy Code, 2016 (“IBC”)

The Insolvency and Bankruptcy Board of India (“IBBI”) has notified the Third and Fourth Amendments to the Insolvency and Bankruptcy Code, 2016 on 19 May 2025, and 26 May 2025, respectively. These are as follows:

The existing 9 (nine) CIRP forms (Form IP-1 and CIRP Forms 1–8) have been consolidated into 5 (five) new forms (CP-1 to CP-5).
Resolution professionals, under the approval of the Committee of Creditors (“CoC”), can now simultaneously invite resolution plans for the whole corporate debtor or for sale of one or more assets of the corporate debtor, or for both.
COC may direct the resolution professional to invite interim finance providers as non-voting observers to such meetings of the committee as it deems fit.
If a resolution plan involves payments in stages, the financial creditors who opposed the resolution it must be paid at each stage on a pro rata basis and in priority over those who supported it.
All resolution plans received by the resolution professional must now be placed before the CoC, even if non-compliant, with disclosure of the deviations.

2. Supreme Court: Claims Outside IBC Resolution Plan cannot be Enforced

On 21 April 2025, the Supreme Court (“SC”) in Electrosteel Steel Ltd. v. Ispat Carrier Pvt. Ltd. (CIVIL APPEAL NO. 2896 OF 2024) ruled that any part of a resolution plan not approved under Section 31(1) of the IBC, stands extinguished and cannot be enforced— even via arbitral awards. Once sanctioned by the NCLT, the plan binds all stakeholders, including creditors who missed filing claims during CIRP, and excluded claims cannot be revived through arbitral or civil proceedings.

Labour and Industrial Updates

1. Supreme Court Upholds Validity of Restrictive Employment Covenants

On 14 May 2025 in the case of Vijaya Bank v. Prashant Narnaware (2025 INSC 691), the SC upheld the validity of a service bond clause in an employment contract requiring an employee to serve a minimum of 3 (three) years or pay INR 2,00,000/- (Indian Rupees Two Lakhs Only) as liquidated damages, ruling it reasonable, voluntarily accepted, and not a restraint on future employment. The Court affirmed that such clauses are enforceable when proportionate to the employer’s investment in training or onboarding.

2. Government of Delhi issues notification regarding mandatory registration on SHe-Box Portal for both public and private sector employers

The Department of Women and Child Development, NCT of Delhi, issued a public notice on 12 June 2025, directing all private sector organizations to comply with the mandatory registration of their organizational details on the SHe-Box portal, in line with the Supreme Court’s order in Aurelian Fernandes v. State of Goa & Ors, to ensure seamless complaint filing and resolution and for maintaining a repository data.

3. Supreme Court clarifies ESI Liability extends beyond designation

In Ajay Raj Shetty v. Director (2025 INSC 500), decided in 17 April 2025, the SC held that an individual’s job title is not decisive in determining liability under ESI Act. The Court clarified that if a person exercises supervision, control, and administrative authority over a covered establishment, they may be held accountable as a “principal employer” for non-compliance, including failure to deposit ESI contributions.

4. Tamil Nadu notifies 24×7 Shop Operation permission with safeguards

Government of Tamil Nadu through notification no. II(2)LWSD/441(a)/2025 has extended 24x7 operations for shops and establishments with 10 (ten) or more employees for 3 (three) years from 5 June 2025, under the Tamil Nadu Shops and Establishments Act, 1947. Conditions include weekly holidays on a rotation basis, proper display of employee details, regulated working hours, mandatory bank credit of wages, safeguards for women employees including transport and safety measures, and strict compliance with sexual harassment laws. Violations will attract penal action.

5. Delhi High Court (Delhi HC): Employee cannot be forced to not work due to Non-Compete Clause

On 25 June 2025, the Delhi High Court in Varun Tyagi v. Daffodil Software Pvt. Ltd. [2025: DHC:5015] held that post-termination job restrictions in employment contracts are void under Section 27 of the Indian Contract Act. The case involved a software developer barred by a non-compete clause from joining a client. The Court found such clauses unfairly favor employers, compel employee stagnation, and are typically embedded in standard-form contracts—rendering them legally unenforceable.

Consumer Law Updates

1. Ministry of Consumer Affairs (MoCA) introduces re-verification Standards for Gas Meters

MoCA has modified the Legal Metrology (General) Rules, 2011 on 21 April 2025 vide notification no. G.S.R. 242(E). Rule 27A has been added laying down about re-verification periods for different types of gas meters. The new regulations dictate typical initial and subsequent re-verification intervals (between 1 and 7 years) for diaphragm, turbine, ultrasonic, and mass flow gas meters etc. The said regulations also add technical and metrological requirements, such as accuracy classes, maximum permissible errors, and re-verification conditions after repair or replacement of components.

Environmental Law Updates

1. Supreme Court Bars Ex-Post Facto Environmental Clearances

In Vanashakti v. Union of India 2025 INSC 718 on 16 May 2025, the Supreme Court struck down ex-post facto environmental clearances, invalidating the 2017 notification and 2021 memorandum that permitted retroactive approvals. The Court held this practice violated Article 21 (right to a clean environment) and Article 14 (equality) and barred the government from issuing similar future notifications. With the removal of any possibility of ex-post facto clearance, the compliance bar is significantly raised.

2. Ministry of Environment Forest and Climate Change (“MoEFCC”) notifies new Environment (Construction and Demolition) Waste Management Rules, 2025 (“EC&DWM Rules, 2025”)

The EC&DWM Rules, 2025, notified by MoEFCC on 4 April 2025, replaces the Construction and Demolition Waste Management Rules, 2016 and will take effect from 1 April 2026. They have introduced Extended Producer Responsibility (EPR) framework, making producers accountable for eco-friendly waste management. A centralized online portal will oversee registration and monitor producers, recyclers, and collection points. These rules apply to all construction, demolition, renovation, and repair activities, excluding waste from defence projects, natural disasters, war, and certain sector-specific legislations.

Bureau of Indian Standards (BIS) Update

1. Extension of implementation timeline under the Electrical Equipment (Quality Control) Second Amendment Order, 2024 (“EEQC Order, 2024”)

Ministry Of Heavy Industries vide an Order S.O. 2007 (E) dated 5 May 2025 extended the date of enforcement, by 6 (six) months from 10 May 2025 to 10 November 2025 for the product categories mentioned at serial numbers 1.2(a), 1.3(a), 2.1(a), 3.1(a), 4, 5, 6.1(a), 7, and 8.1 of the Table of EEQC Order, 2024.

2. Machinery and Electrical Equipment Safety (Omnibus Technical Regulation) Amendment Order, 2025

The Ministry of Heavy Industries, through Notification No. S.O. 2579(E) dated 12 June 2025, amended the Machinery and Electrical Equipment Safety (Omnibus Technical Regulation) Order, 2024 (“MEES Order, 2024”), under the Bureau of Indian Standards Act, 2016. The revised Order will apply to machinery and electrical equipment listed in the first Schedule of the MEES Order, 2024 from 1 September 2026, with assemblies, sub-assemblies and components becoming effective on dates separately notified by the Central Government.

From The Newsletter

Newsletter India

Contact

Contact Person Picture

Martin Wörlein

Partner, Head of India practice

+49 911 9193 3010

Send inquiry

How We Can Help

Rödl & Partner in India