Simplifying the Companies Compliances: 25 Reforms Indian Ministry of Corporate Affairs Needs to Make Corporate Compliance Proportionate, Practical and Affordable
By ComplianceDekho.com | Corporate Law | Ease of Doing Business Introduction: Has compliance become more complicated than running a business? India has made significant progress in improving its business environment. Online incorporation, electronic filings, decriminalisation of procedural defaults and the introduction of centralised processing of company forms have helped modernise corporate administration. However, for a large number of private limited companies, startups, family-owned businesses, professional firms and MSMEs, the cost of maintaining a company continues to extend well beyond accounting and taxation. Board meetings, statutory registers, annual returns, financial statement filings, auditor-related compliances, dematerialisation requirements, event-based disclosures and multiple regulatory reporting obligations often require professional assistance even when a company has limited operations. The concern is not that companies should operate without accountability. The real question is whether the same intensity of compliance should apply to a closely held company with modest operations and no public investors as it does to a large enterprise with extensive public accountability. India needs a proportionate corporate compliance framework—one that protects stakeholders without imposing unnecessary costs on genuine small businesses. The objective should be simple: preserve transparency, prevent fraud and protect creditors, while allowing compliant businesses to spend more time building products, employing people and generating revenue. 1. Introduce a unified threshold for small and medium companies The expansion of the small-company definition is an important step. Under the prescribed thresholds effective from 1 December 2025, the paid-up capital limit is ₹10 crore and the turnover limit is ₹100 crore, subject to the statutory exclusions and applicable conditions. However, different provisions under the Companies Act, 2013 and the rules framed under it prescribe different thresholds for different purposes. As a result, a company may qualify as a small company under one provision but still face a separate compliance burden under another provision based on an unrelated threshold. ComplianceDekho recommendation The Ministry of Corporate Affairs should consider introducing a unified compliance classification for companies: The classification should use clear, objective criteria based on turnover, paid-up capital, borrowings and public-interest exposure, with appropriate safeguards against artificial splitting of businesses. A single classification framework would make it easier for businesses and professionals to determine which compliance obligations apply. 2. Introduce self-certified compliance for eligible private companies Many routine provisions of company law are intended to ensure that a company maintains proper records, follows its internal procedures and makes prescribed disclosures. However, repetitive professional certification can sometimes add cost without proportionately improving the quality of information available to regulators. ComplianceDekho recommendation Eligible small and medium private companies should be permitted to file a self-certified annual compliance declaration confirming that: Professional certification should remain mandatory for specified high-risk transactions, complex restructuring, public fundraising, significant related-party transactions and other cases where independent verification is necessary. Random risk-based inspections, meaningful penalties for false declarations and clear accountability for directors would preserve deterrence. The principle should be simple: routine compliance should be self-certified where appropriate, while high-risk compliance should receive independent scrutiny. 3. Rationalise statutory audit requirements for smaller companies A statutory audit is an important safeguard. It promotes reliability of financial statements, strengthens governance and can help detect irregularities. However, the cost of an audit may be disproportionate for a very small, closely held company with simple transactions and no external investors. The Limited Liability Partnership framework provides a useful point of comparison. Under the existing LLP Rules, the general audit exemption is linked to turnover not exceeding ₹40 lakh or contribution not exceeding ₹25 lakh, subject to the applicable conditions. A proportionate company-law framework deserves consideration. ComplianceDekho recommendation The Government should examine a limited statutory-audit exemption or alternative assurance framework for eligible private companies that satisfy all of the following types of safeguards: The thresholds should be determined after consultation with the ICAI, ICSI, lenders, investors and other stakeholders. A suitable model could provide for an independent accountant’s review or limited assurance engagement instead of a full statutory audit for the smallest eligible companies. Larger private companies would continue to undergo statutory audits. The reform should not be a blanket exemption for every private company below a turnover threshold. It should be a carefully designed exemption based on both size and risk. 4. Introduce a single annual filing form for private companies Companies routinely prepare financial statements, directors’ reports, annual returns, auditor-related information and multiple disclosures using overlapping corporate information. Although the filings serve different legal purposes, companies frequently have to enter or reconcile the same information across multiple forms and attachments. ComplianceDekho recommendation MCA should introduce a Unified Annual Company Return for eligible private companies. The proposed form could consolidate the common information presently reported through: The unified return could contain separate schedules for financial statements, shareholding, directors, related-party transactions, audit information and other applicable disclosures. Companies should enter common information only once. The MCA system should automatically populate recurring particulars from existing records and validate information against previous filings. Separate forms should continue wherever an independent event, approval or statutory deadline genuinely requires them. The aim should be to eliminate duplication, not to combine legally distinct obligations mechanically. 5. Shift DPT-3 filing to October DPT-3 reporting requires companies to compile information regarding outstanding receipts, loans, money and other amounts covered by the applicable reporting requirements. The current annual reporting cycle generally requires the relevant return to be filed by 30 June for information as at 31 March, subject to the applicable rules and any notified extension. For many companies, this deadline arrives before the annual financial statements and related records have been completely finalised. This can result in repeated reconciliations, provisional information and additional professional work. ComplianceDekho recommendation The annual DPT-3 filing deadline should be shifted from 30 June to 31 October. The additional time would enable companies to reconcile their year-end balances with the finalised financial statements, loan confirmations, bank records and other relevant information. The MCA should also consider a simplified declaration for companies that have no reportable outstanding amounts under the applicable reporting requirements. The proposed change should not eliminate DPT-3 where the law