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Latest from the Regulator - October 2025
1. SEBI Strengthens RPT Oversight and Board Accountability
In a move to deepen transparency around Related Party Transactions (RPTs), the Securities and Exchange Board of India (SEBI) issued a circular on 13 October 2025, outlining the minimum information that must be shared with the Audit Committee and shareholders while seeking RPT approvals. Boards are now expected to present more detailed disclosures covering transaction valuations, rationale, and arm's-length justifications before granting approvals.
Boards must ensure that the Audit Committee and shareholders receive enhanced disclosures when approving Related Party Transactions (RPTs).
SEBI issued detailed guidance on the minimum information that must go to the audit committee and shareholders when seeking RPT approvals (circular dated 13 Oct 2025).
For more details please visit:
2. MCA Extends Deadline for Annual Filings Without Additional Fees
Ministry of Corporate Affairs (MCA), through General Circular No. 06/2025 dated 17 October 2025, has granted relaxation from additional fees and an extension of time for the filing of financial statements and annual returns under the Companies Act, 2013. The relaxation follows the recent deployment of revised 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) on the MCA-21 Version 3 portal. Recognizing the need for companies to familiarize themselves with the new filing process and acknowledging numerous requests from stakeholders, the MCA has allowed companies to complete their annual filings for the financial year 2024–25 without paying any additional fees up to December 31, 2025.
However, the circular specifically clarifies that this relaxation does not extend the statutory due date for conducting Annual General Meetings (AGMs) under the Companies Act. Companies failing to hold their AGMs within the prescribed time will remain subject to legal action under relevant provisions of the Act. Post 31 December 2025, any filing made will attract the regular filing fees along with applicable additional fees as per the Companies (Registration Offices and Fees) Rules, 2014, from the date the filings were originally due. The circular underscores the MCA's intent to support compliance transition while maintaining statutory discipline for AGM timelines.
For more details please visit:
https://taxguru.in/companylaw/mca-companies-file-annual-returns-extra-fees-december-31-2025.html
3. Corporate Fraud Detection Norms Under Review
The Institute of Chartered Accountants of India (ICAI) is expected to finalise a comprehensive document by November-end to strengthen fraud detection and reporting frameworks in corporate audits. The recommendations may also pave the way for potential amendments to the Companies Act, 2013.
The proposed document is expected to outline stricter protocols for early identification of red flags, improved auditor independence, and enhanced accountability in the reporting of suspected frauds. ICAI's recommendations may also lead to amendments in the Companies Act, 2013, particularly around the duties of statutory auditors, reporting mechanisms to the government, and penal provisions for lapses.
4. Companies Act Amendments on the Horizon
A Bill to amend the Companies Act is likely to be introduced in the upcoming Winter Session of Parliament, signalling continued reform in corporate regulation and governance standards. The convergence of reforms led by SEBI, MCA, and ICAI underscores a new governance era one where compliance, transparency, and accountability are not merely regulatory mandates but strategic imperatives for India's boardrooms. Boards must anticipate these shifts, align internal policies, and prepare for a more principle-driven governance culture.
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Institute of Directors India
Bringing a Silent Revolution through the Boardroom
Institute of Directors (IOD) is an apex national association of Corporate Directors under the India's 'Societies Registration Act XXI of 1860'. Currently it is associated with over 31,000 senior executives from Govt, PSU and Private organizations of India and abroad.
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