“Compliance today safeguards the Organization’s reputation tomorrow.”
G.V. and Associates, Company Secretaries & Advisory Solutionz (P) Ltd.
In this Issue (Updates for 01.02.2026 – 28.02.2026):
Compliance Calendar • Financial Year End Key Compliance Actions • Companies Act • Securities and Exchange Board of India • Reserve Bank of India • Insolvency and Bankruptcy Code • Other Acts
Compliance Calendar For The Month Of March 2026
| Act | Form / Regulation (Reg) No. | Applicability | Due Dates |
|---|---|---|---|
| Foreign Exchange Management Act | ECB-2 | LLP & Company having ECB | WITHIN 07.03.2026 |
| Insolvency and Bankruptcy Board of India | Form VL | As may be Applicable | WITHIN 10.03.2026 |
| Insolvency and Bankruptcy Board of India | Form CP | As may be Applicable | WITHIN 10.03.2026 |
| Insolvency and Bankruptcy Board of India | Form LIQ | As may be Applicable | WITHIN 10.03.2026 |
Key Compliance Actions To Be Completed Before 31St March 2026:
1.Corporate Social Responsibility
- To update CSR spending status
- To get approval of Annual Action Plan
- To get the Board Approval for opening Unspent Account with Scheduled Commercial Bank for ongoing projects and incase of other than on Going Projects Transfer the unspent amount to Schedule VII Fund within 6 months.
2. To update and verify all the Statutory Registers which are maintained by the company.
3. To get the Disclosure of Interest – MBP-1 and Intimation of Non-Disqualification – DIR-8 for the Board of the Directors for the Financial Year 2026-27.
4.The Board of Directors of the company ensure that four meetings are convened by the company with gap of not exceeding 120 days for the Financial Year 2025-26.
5. To ensure all the Event based Filings and Annual Filings have been completed by the company.
6. To ensure and comply with Statutory Limits prescribed under Sections 185, 186 and 188 of the Companies Act, 2013 and obtain necessary approval from Board and Members of the Company.
7. To check and ensure that all regulatory compliances applicable to the Company are complied before 31.03.2026 as per the various applicable legislations and limits mentioned therein.
Companies Act
1.Amendment to delegation under certain sections of the Companies Act, 2013
The Ministry of Corporate Affairs has issued notifications on February 11, 2026, which shall come in force with effect from February 16, 2026. According to the notifications, the Central Government has made the following amendment in its previously issued notifications pertaining to delegation under section 2(41), 8, 66, 94, 14, 208 of the Companies Act, 2013: For the words “Regional Directors at Mumbai, Kolkata, Chennai, New Delhi, Ahmedabad, Hyderabad and Shillong”, the words “Regional Directors at Ahmedabad, Bangalore, Chandigarh, Chennai, Guwahati, Hyderabad, Kolkata, Mumbai, Navi Mumbai and New Delhi” shall be substituted.
Source: https://egazette.gov.in/(S(igzed4sgujsnom5j55mdlmeg))/Default.aspx
2.Notification under section 454 (Adjudication of Penalties) of the Companies Act 2013
The Ministry of Corporate Affairs has issued notification on February 11, 2026, which shall come in force with effect from the February 16, 2026. According to the notification, in exercise of the powers conferred by section 454 of the Companies Act, 2013 read with the Companies (Adjudication of Penalties) Rules, 2014 and in supersession of the notifications published vide number S.O. 831 (E), dated the 24th March, 2015 and number S.O. 2650 (E) dated 25th July, 2019 respectively, except as respects things done or omitted to be done before such supersession, the Central Government hereby appoints Registrars of Companies (tabulated in notification) as adjudicating officers for the purposes of this Act in respect of jurisdictions indicated against each Registrar. The appeals, if any, filed against the orders passed by the adjudicating officers shall lie before the concerned Regional Director having jurisdiction over the adjudicating offices. All proceedings pending before the adjudicating officers, and appeals pending before the Regional Directors as on date of commencement of this notification shall, from the date of such commencement, be dealt in accordance with this notification. Further, the Ministry has issued the notification under the LLP Act on the same lines.
Source: https://egazette.gov.in/(S(igzed4sgujsnom5j55mdlmeg))/Default.aspx
3.Companies Compliance Facilitation Scheme, 2026
The Ministry of Corporate Affairs vide General Circular dated 24.02.2026 has given a one-time opportunity to allow companies to file their documents related to Annual Return and Financial Statements in the MCA-21 registry, or to file for dormancy/closure.
It has decided to condone the delay in filing the above-mentioned documents with the Registrar, wherever applicable, through a Scheme namely “Companies Compliance Facilitation Scheme, 2026 (CCFS-2026)”.
The Scheme is aimed at improving compliance levels and ensuring that the corporate registry reflects accurate and up-to-date information.
Additionally, it is aimed at facilitating inactive or defunct entities to opt for dormancy/closure by paying lesser fees.
The scheme shall come into force on 15.04.2026 and shall remain in force till 15.07.2026.
Under the Scheme, companies/inactive companies have the option to:
a. get their pending annual filings completed by paying only 10% of the total additional fees payable on account of delays; or
b. get their companies declared as ‘dormant company’ under section 455 of the Act by filing e-form MSC-1 and paying half of the normal fee payable under the rules.
The said provision enables inactive companies to remain on the register of the companies with minimal compliance requirements; or
c. get their companies struck off by filing an application in e-form STK2 during the currency of the scheme, by paying 25% of the filing fees.
Source:https://www.mca.gov.in/bin/dms/getdocument?mds=ZojVoJLpnPM35BP6QFpABA%253D%253D&type=open
Securities And Exchange Board Of India
1.Inauguration of PAN India Bond Issuer Outreach Program by Chairman, SEBI
SEBI, in collaboration with Market Infrastructure Institutions, BSE and NSE, inaugurated a PAN-India Bond Issuer Outreach Program at Mumbai. This initiative reflects the continued efforts to strengthen India’s Corporate Bond ecosystem. SEBI along with BSE and NSE launched a documentary detailing the development of the bond market and Investor Awareness and Protection Videos to spread awareness about Corporate Bonds among investors across the country. By fostering closer engagement with Issuers and Investors, the outreach program aims to support efficient capital formation and deepen market participation in line with India’s long-term growth trajectory. The outreach initiative underscores the shared commitment of various stakeholders to further strengthen India’s corporate bond ecosystem.
2. SEBI Constitutes Working Group to Review ESG Rating Providers (ERPs) Regulatory Framework.
SEBI has constituted a Working Group to undertake a review of the regulatory framework governing ESG Rating Providers (ERPs). The decision has been taken based on feedback received from market participants and stakeholders regarding the existing regulatory framework. The Working Group comprises representatives from Issuers, Investors / ESG Rating Users, Domestic ERPs, Global ERPs, ESG Analysts, Legal Experts and Academia. The Working Group has the following Terms of Reference:
- To undertake a comprehensive review of the existing regulatory framework governing ERPs.
- To examine representations and suggestions received from market participants. • To recommend measures to enhance transparency, reliability and investor confidence in ESG ratings.
- To evaluate international regulatory developments in the ESG rating space and identify areas for alignment with global best practices, while considering the Indian market context.
The Working Group will submit its report to SEBI with findings and recommendations on policy and regulatory changes required in the ERP framework.
3.SEBI issued Circular on Ease of Doing Investment (EoDI) – Disclosure of registered name and registration number by SEBI regulated entities and their agents on Social Media Platforms
In order to strengthen the conduct of SEBI regulated entities, increase transparency and strengthen investor protection in the securities market, SEBI has issued Circular No. HO/ (79)2026-MIRSD-PODMMC dated 26th February, 2026, providing therein requirements w.r.t. Information/disclosures in the social media content while uploading/posting on SMPs by the
SEBI regulated entities and their agents. Theovisions of this circular shall come into effect from May 1, 2026 for all contents uploaded on/after the effective date.
Reserve Bank Of India
1.RBI issues Amendment Directions on Lending to Micro, Small & Medium Enterprises (MSME) Sector
- The Reserve Bank of India has issued the Lending to Micro, Small & Medium Enterprises (MSME) Sector (Amendment) Directions, 2026. These amendment directions modify certain provisions of the Master Direction – Lending to Micro, Small & Medium Enterprises (MSME) Sector. These amendments have been carried out to (i) enhance the extant Collateral-Free Loan Limit for Micro and Small Enterprises (MSEs) to ₹20 lakh, and (ii) align with certain regulatory changes that have been notified separately. The objective is to strengthen last mile credit delivery for Micro and Small Enterprises with limited assets to provide as collateral. The amended Directions shall come into effect from April 01, 2026.
Source: https://www.rbi.org.in/Scripts/BS_PressReleaseDisplay.aspx?prid=62190
2.RBI releases draft Directions on Foreign Exchange Dealings of Authorised Persons
- The Reserve Bank of India has released draft Directions on Foreign Exchange Dealings of Authorised Persons for public consultation, as announced in its Statement on Developmental and Regulatory Policies dated February 06, 2026. The draft seeks to modernise and refine the regulatory framework governing Authorised Dealers in the foreign exchange market, offering them greater flexibility in foreign exchange products, risk management, and trading platforms in response to evolving market needs. Stakeholders and market participants are invited to submit comments by March 10, 2026, via email or post to the Chief General Manager, Financial Markets Regulation Department, RBI, Mumbai.
Source: https://rbi.org.in/Scripts/BS_PressRelease
3.RBI releases Circular on Unique Transaction Identifier for OTC Derivative Transactions
- The Reserve Bank of India had issued a draft circular on Unique Transaction Identifier (UTI) for OTC Derivative Transactions on October 23, 2025, seeking feedback from banks, market participants and other interested parties. UTI serves as a single unique reference for an OTC derivative transaction. It enables policy makers to obtain a comprehensive view of OTC derivatives market by facilitating global aggregation of transactions. Feedback received on the draft circular has been examined and consequent modifications have been suitably incorporated in the final directions and Statement on the feedback received on the draft circular is annexed thereto.
Source:https://www.rbi.org.in/Scripts/BS_PressReleaseDisplay.aspx?prid=62254
Insolvency And Bankruptcy Code
1.IBBI (Insolvency Resolution Process for Corporate Persons) (Amendment) Regulations, 2026
- Insolvency and Bankruptcy Board of India (IBBI) vide issuing notification dated February 25, 2026, has notified the IBBI (Insolvency Resolution Process for Corporate Persons) (Amendment) Regulations, 2026, which shall come into force on the date of publication in the Official Gazette. The amendment inter alia substituted the regulation 2(1)(hb), the definition related to fair value: “(hb) “fair value” means the estimated realizable value of the corporate debtor or the assets of the corporate debtor, as the case may be, if they were to be exchanged on the insolvency commencement date between a willing buyer and a willing seller in an arm’s length transaction, after proper marketing, and where the parties had acted knowledgeably, prudently, and without compulsion.
Source:https://ibbi.gov.in/uploads/legalframwork/aeaf693831067a28f26e32dcf22d8cb6.pdf
2.IBBI (Voluntary Liquidation Process) (Amendment) Regulations, 2026
- Insolvency and Bankruptcy Board of India (IBBI) vide issuing notification dated February 25, 2026, has notified the IBBI (Voluntary Liquidation Process) (Amendment) Regulations, 2026, which shall come into force on the date of publication in the Official Gazette. According to the amendment, an explanation after regulation 3(1)(b)(ii) is inserted, stating “for the purposes of this regulation, a registered valuer shall prepare the valuation report and maintain such documentation as per the format notified by the Board through circular.”
Source:https://ibbi.gov.in/uploads/legalframwork/6ced0daddfbd9087005140e7 0e539e2b.pd
3.IBBI (Pre-Packaged Insolvency Resolution Process) (Amendment) Regulations, 2026
- Insolvency and Bankruptcy Board of India (IBBI) vide issuing notification dated February 25, 2026 has notified the IBBI (Pre-Packaged Insolvency Resolution Process) (Amendment) Regulations, 2026, which shall come into force on the date of publication in the Official Gazette. According to the amendment, in regulation 2(1)(g) the definition related to ” fair value” is substituted. Further, regulation 39(1) pertaining to the determination of fair value and liquidation value is substituted, and a new sub-regulation 39(1)(1A) is inserted stating that “for the purposes of this regulation, a registered valuer shall prepare the valuation report and maintain such documentation as per the format notified by the Board through circular”.
Source:https://ibbi.gov.in/uploads/legalframwork/ba0eb690a715a299cbab4d8e877bfd43.pdf
4.IBBI (Bankruptcy Process for Personal Guarantors to Corporate Debtors) (Amendment) Regulations, 2026
- Insolvency and Bankruptcy Board of India (IBBI) vide issuing notification dated February 25, 2026 has notified the IBBI (Bankruptcy Process for Personal Guarantors to Corporate Debtors) (Amendment) Regulations, 2026, which shall come into force on the date of publication in the Official Gazette. According to the amendment, in regulation 30(2), for the words “internationally accepted valuation standards” the words “such valuation standards as notified by the Board through circular” shall be substituted. Further, new sub-regulation (5) in regulation 30 is inserted, stating “a registered valuer shall prepare the valuation report and maintain such documentation as per the format notified by the Board through circular.”
Source:https://ibbi.gov.in/uploads/legalframwork/ed7f836c7bd8fc8ca83858241b809753.pdf
5.IBBI (Liquidation Process) (Second Amendment) Regulations, 2026
- Insolvency and Bankruptcy Board of India (IBBI) vide issuing notification dated February 25, 2026, has notified the IBBI (Liquidation Process) (Second Amendment) Regulations, 2026, which shall come into force on the date of publication in the Official Gazette. The amendment inter-alia substituted the words in regulation 35(3) i.e. for the words “Companies (Registered Valuers and Valuation) Rules, 2017” the words “such valuation standards as notified by the Board through circular” shall be substituted. Further, new subregulation (8) in regulation 35 is inserted, stating “for the purposes of this regulation, a registered valuer shall prepare the valuation report and maintain such documentation as per the format notified by the Board through circular.”
Source:https://ibbi.gov.in/uploads/legalframwork/84331f985bf3636e7aa9ff770ad7667d.pdf
Other Acts
Repeal of Provisions of the Trade Unions Act, 1926 the Industrial Employment (Standing Orders) Act, 1946 and the Industrial Disputes Act, 1947
Section 1(3) of the Industrial Relations Code, empowers the Central Government to issue a notification in the Official Gazette appointing the date or different dates from which the different provisions of the said Code shall come into force. The Central Government in the Ministry of Labour and Employment, vide notification number S.O. 5320 (E), dated 21st November, 2025 exercised its powers appointing the 21st day of November, 2025 as the date on which the provisions of the said Code shall come into force.
In partial modification of the said notification dated 21st November, 2025, the Central Government hereby specifies that the provisions of––
(a) the Trade Unions Act, 1926
(b) the Industrial Employment (Standing Orders) Act, 1946 and
(c) the Industrial Disputes Act, 1947 stood repealed with effect from the date appointed in the notification dated 21st November, 2025 issued under sub-section (3) of section 1 of the said Code.
Source: https://egazette.gov.in/(S(zeg50fe4bcn4qwc2oa5gk3re))/ViewPDF.aspx
The Industrial Relations Code (Removal of Difficulties) (Amendment) Order, 2026
In the Industrial Relations Code (Removal of Difficulties) Order, 2025, after the second paragraph, the following shall be inserted, namely:–
“3. It is further clarified that all the existing statutory authorities under the Trade Unions Act, 1926 (16 of 1926), the Industrial Employment (Standing Orders) Act, 1946 (20 of 1946) and the Industrial Disputes Act, 1947 (14 of 1947), shall continue to function until the appointment of such statutory authorities under the Industrial Relations Code, 2020 for ensuring continuity of functions, smooth transition and avoiding any legal or administrative vacuum.”
Source: https://egazette.gov.in/(S(zeg50fe4bcn4qwc2oa5gk3re))/ViewPDF.aspx
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Disclaimer: This newsletter is prepared by G.V. and Associates, Company Secretaries & Advisory Solutionz (P) Ltd. for knowledge sharing and compliance awareness. It does not constitute legal opinion or formal advisory.