Section 560 compliance: prior circulars withdrawn; companies must file all statutory financial statements before name striking off.
Companies applying for striking off under the Company Law Settlement Scheme, 2000 must file all balance sheets and profit and loss accounts as required by Section 560 to enable assessment of obligations to depositors, banks, financial institutions and statutory authorities; earlier departmental circulars permitting striking off without such full filings are withdrawn until further orders.

E-corporate business working group to harmonise Companies Act and Information Technology Act for coordinated corporate governance reform.
An e-corporate business working group is constituted to harmonise provisions of the Companies Act, 1956 with the Information Technology Act, 2000 by identifying corporate governance areas for alignment. The group, chaired by the Joint Secretary of the Department of Company Affairs and including departmental and technical members, will set its procedures, consult or co opt external experts and professional bodies as needed, provide TA/DA to invited experts as per rules, and receive secretariat support from the Recodification Cell.

Company name availability: insurance-related names may be approved for new incorporations without regulator consultation.
Permits registration of new company names containing the words insurance, assurance or risk corporation without prior consultation with the insurance regulator, following the Insurance Regulatory Development Authority Act, 1999 and a regulator reference lifting the embargo; expressly confines this permission to newly incorporated companies and prohibits existing companies from changing their names to include such insurance-related terms because they are not allowed to carry on insurance activities.

Managerial remuneration compliance: companies must obtain Central Government approval before paying above Schedule XIII limits and await approval.
Payment of remuneration to managerial personnel must comply with the Companies Act ceiling in Schedule XIII; any proposed excess requires prior Central Government approval and must not be paid until that approval is received. Applications for approval should be submitted promptly on appointment, re appointment, or at the time of any mid term increase, and delayed or retrospective submissions are inappropriate.

Committee to examine nidhi companies' governance, propose prudential norms and supervisory framework to strengthen depositor protection.
Constitution of a Committee to examine nidhi companies' functioning and recommend measures to restore depositor confidence and improve viability. The Committee will evaluate monitoring mechanisms, propose prudential norms for fund deployment on NBFC lines, design a supervisory framework addressing non-compliance and assess feasibility of deposit insurance and ratings, and develop a long-term growth plan. It may consult experts, must report within three months, and the Department of Company Affairs is the nodal Department.

Medical treatment abroad reimbursement requires essentiality certificate; waivers possible in genuine emergencies based on merits.
Reimbursement for specialised medical treatment abroad for managerial personnel requires an essentiality certificate issued by the Director General of Health Services of the relevant State/Union Territory; the Central Government may waive this requirement in genuine and deserving medical emergencies. Waivers are considered on merits taking into account the case circumstances, company financial position, period of association, total managerial remuneration, prior medical reimbursements and other relevant factors.

Inter-corporate investments must match available financial resources and specify target securities in resolutions.
Companies must ensure inter corporate investments, loans, and guarantees are calibrated to available financial resources and avoid resolutions authorising amounts materially beyond net worth. Explanatory statements must specifically identify securities proposed for investment rather than seeking en bloc approvals, except that en bloc authorisation may be acceptable for guarantees if an annual aggregate amount is specified. Non compliance may invite government action.

Deemed public company status: revised turnover threshold prevents conversion during transitional period for companies within the window.
The turnover ceiling for deeming a private company as public was raised by rule amendment effective on the notification date; the material date for conversion is three months before that effective date, and a private company whose three-month expiry date fell within that transitional period and whose average turnover was at or above the old ceiling but below the new ceiling shall not become a deemed public company under the deeming provision.

Inter-depository transfer of beneficial ownership requires issuer or registrar to update registered ownership and notify depositories promptly.
Inter-depository transfer of beneficial ownership shall be effected by depositories only after the issuer-company or the registrar and share transfer agent effects the change in registered ownership in favour of the transferee-depository; the issuer, registrar or share transfer agent must effect the necessary changes in their records and communicate the same to the depositories within two hours of receipt of the request for transfers. This directive is effective immediately.

Undesirable company names: approval requires no phonetic/visual resemblance and sectoral regulator consultation.
Registrars of Companies must refuse names that are visually or phonetically similar to existing companies; names beginning with lowercase letters are allowed if no resemblance exists. Change of name to indicate software business is permitted only where audited or chartered accountant-certified accounts show a substantial portion of income from software. Use of terms like "insurance" or "risk corporation" requires consultation with the Reserve Bank of India and the Insurance Regulatory Authority. Purely generic names are not acceptable as standalone company names.

Electronic dividend remittance encouraged to reduce delays and improve transparency through shareholder consent and bank account nomination.
Companies may remit dividends in cash, by cheque or warrant, and may also transmit dividends electronically where shareholders consent and nominate a bank account. The circular highlights losses and delays from postal warrants and, citing a vigilance recommendation favouring computerised remittance for transparency, urges listed companies to obtain shareholder authorisations for electronic transfer and to implement such procedures promptly to avoid delays and protect investors.

Companies amendment: authorises buy back and sweat equity, establishes investor protection fund and nomination facility.
The Companies (Amendment) Act, 1999 recognises an infrastructure finance entity as a public financial institution, authorises companies to buy back their own securities, and permits issuance of sweat equity shares for know how or intellectual property consideration. It establishes a nomination facility for security holders, mandates an Investor Education and Protection Fund, creates a National Advisory Committee on Accounting Standards for Companies, and removes the need for prior Central Government approval for inter corporate investment and lending proposals.

Review of company law forms: stakeholders asked to propose defects, revised formats and cite applicable rules within deadline.
A committee chaired by U.C. Nahta has been formed to review and streamline forms under the Companies Act, 1956; stakeholders are invited to identify defects, suggest modifications or revised formats, and specify each form's number/title/annexure and the governing rules, with submissions requested within a short prescribed time frame.

Counter receipt prohibition enables OTCEI-listed companies to issue physical share certificates and alters share transfer form use.
Two notifications amend company rules to stop issuance of counter receipts for OTCEI-traded securities and to facilitate use of physical share certificates, preserving Form 7BB as the application for share transfer while counter receipts remain tradable. A third notification introduces new rules and two forms: a nomination form for transfer on death and a declaration of solvency form for companies undertaking share buy-back.

Gratuity liability required in company books under accrual accounting consistent with Accounting Standard on retirement benefits.
Provision for Gratuity Liability is mandatory in company books and must be recognised on an accrual basis and maintained under double entry accounting, with measurement and disclosure consistent with the accounting standard on retirement benefits applicable to employer financial statements.

Unconditional dividend declaration required; companies must obtain prior creditor approvals before declaring to prevent payment delays.
Companies must declare dividends unconditionally and obtain any required approvals from financial institutions or banks before declaration, so that dividend payments are not delayed by conditional declarations; Registrars of Companies are directed to take action against firms that condition dividend declarations and thereby postpone payment to shareholders.

Exemption from Central approval for managerial remuneration and introduction of deposits linked tiered loan ceilings for nidhis.
Notifications treat companies declared as nidhis or mutual benefit societies as member focused entities and (1) exempt them from Central Government approval for managerial remuneration where prescribed conditions are met; and (2) replace a uniform single borrower loan cap with a tiered, deposits linked ceiling structure prescribing multiple slabs for maximum advances to any one borrower.

Securities lending scheme clarifies fungible share lending is not a transfer for capital gains treatment.
The Securities Lending Scheme allows a lender to deposit securities with a registered approved intermediary who may lend them to a borrower; beneficial interest and corporate benefits remain with the lender while title vests with the borrower who must return equivalent securities and corporate benefits. The approved intermediary issues receipts, may act as trustee, must maintain records, take collateral and fees from borrowers, guarantee return of equivalents (or make good losses), liquidate collateral on default and notify authorities. The Board clarified such fungible share lending is not an exchange constituting a "transfer" for capital gains purposes.

Central Government approval for overseas medical reimbursement required; ceiling fixed and essentiality certificate mandatory for managerial personnel
Approval from the Central Government under section 310 is required for reimbursement of specialised medical treatment abroad beyond the limits of a managerial remuneration package; applications must be filed in the prescribed form, be accompanied by an essentiality certificate from the Director General of Health Services, relate only to the managerial person (not dependents), observe a maximum ceiling of Rs. 9 lakhs inclusive of travel and lodging, and be submitted within the tenure of the managerial personnel.

Good/bad delivery norms govern share transfers, specifying acceptable corrections, POA/custodian execution and attestation requirements.
SEBI's circular sets uniform good/bad delivery norms for share transfers: minor corrections in transfer deeds are acceptable when authenticated or when the unaltered corresponding entry confirms the detail; materially differing names are bad delivery except limited permissible variations; transfer deeds executed under power of attorney or by custodians are good only where PA registration, dates, signatures and required stamps or board-resolution notation appear; call payment receipts and their bank endorsements determine certificate good delivery; signature-based objections mandate fresh signed deeds and attestation where specified.