Appointment of Chairperson under Section 28A: new chairperson designated replacing prior incumbent effective upon publication.
Amendment substitutes the entry at serial number (1) in the notification issued under Section 28A of the Chartered Accountants Act, 1949 by designating Dr. (Smt.) Pravinder Sohi Behurla, IRS (Retd.) as Chairperson, with the substitution effective from the date of publication in the Official Gazette and replacing the former entry at serial number (1).

Companies must file substituted Forms CRA-2 and CRA-4 for cost auditor appointment and cost audit report filings.
The Central Government substitutes Forms CRA-2 and CRA-4: CRA-2 mandates intimation of cost auditor appointment with corporate identifiers, product/service scope, auditor particulars, financial year, board resolution and declaration; CRA-4 mandates filing the cost audit report with company and auditor particulars, details of covered industries/products/services, confirmations on qualifications/reservations/observations, required attachments including XBRL-converted audit documents, and a digital declaration by an authorised officer.

Exemptions for Nidhis tailor Companies Act provisions governing service, voting, dividends, disclosures and director remuneration.
Notification prescribes targeted exemptions and modifications for Nidhis: service and notice requirements may be satisfied by serving members above a threshold and notifying other members by local newspaper and notice board; certain share issuance and capital provisions do not apply; voting rights are capped per member; unclaimed dividends may be credited after a shorter period and small dividends may be announced in one local newspaper with notice board posting; loans to directors in member capacity are permitted with disclosure; remuneration of non executive directors may be paid monthly subject to approval and caps.

Exemptions for non-profit companies under section 8 ease governance and meeting formalities while preserving shareholder protections.
The notification prescribes specific exemptions and modifications of the Companies Act, 2013 for companies licensed under Section 8, removing minimum paid-up capital requirements, altering meeting notice and minute-keeping timelines, permitting certain board decisions by circulation, modifying quorum and director composition rules, and limiting applicability of conflict and related-party provisions to transactions above a stated threshold; benefits are subject to protection of shareholder interests and up-to-date statutory filings.

Exemptions for Government companies narrow application of certain Companies Act provisions, allowing ministerial approvals and tailored compliance.
Notification under the Companies Act, 2013 exempts or modifies specified statutory provisions for Government companies by authorising deviations in definitions, transfer formalities, governance and reporting obligations. Several provisions on directors' appointment and evaluation, board and committee requirements, related-party contracts, loans and guarantees, and certain accounting rules are disapplied or made subject to approval by the administratively responsible Ministry or State Government, while requiring that shareholder interests be protected and, in some cases, conditioning exceptions on timely statutory filings.

Exemptions for private companies: specified Companies Act provisions relaxed or modified, subject to shareholder protections.
Notification under section 462 directs that specified Companies Act provisions shall not apply to, or shall apply with modifications to, private companies; key measures include permitting omission of cash flow statements for start-ups and small companies, conditional relaxations of related-party transaction and share-issue rules subject to member consent and borrowing thresholds, modified deposit acceptance and filing obligations, reduced board meeting and disclosure requirements for one person companies, small companies and start-ups, and conditional applicability linked to non-default in statutory filings.

Companies Law Committee constituted to review Companies Act implementation and examine related reform recommendations and advise government.
A Companies Law Committee is constituted to advise the Government on implementation issues under the Companies Act, 2013; membership comprises senior Ministry officials, judicial, professional and industry representatives with a Joint Secretary (Policy) as convener; it may co-opt experts and consult regulatory bodies. The Committee must review recommendations from reform bodies while making its own recommendations, receive secretarial support from the Ministry, permit allowances to non-official members where sponsoring agencies do not fund them, and submit recommendations within six months of its first meeting.

Inspection rights restricted: no entitlement to inspect or obtain copies of certain company resolutions under amended registration rules.
The proviso to rule fifteen provides that no person shall be entitled under the inspection provision of the Act to inspect or obtain copies of resolutions referred to in clause (g) of sub section (3) of section 117, thereby excluding those resolutions from statutory inspection and copying rights.

Prior permission from sectoral regulators required before a company may pursue objects, with declaration at incorporation.
The amendment requires that where pursuit of any company object demands registration or approval from sectoral regulators, such registration or approval must be obtained before pursuing the object and a declaration to that effect must be submitted at incorporation. It replaces certain incorporation forms with versions reiterating restrictions on profit distribution, permissible payments, auditor and accounting requirements, registrar approval for constitutional alterations, and constraints on amalgamation and dissolution for not for profit companies, while omitting a specified form.

Registration of charges formality clarified: amendment allows execution without presuming a company seal.
The Companies (Registration of Charges) Amendment replaces the phrase "under the seal of the company" in rule 3(4)(a) with "under the seal, if any, of the company", clarifying that instruments for registration of charges may be executed without presuming the existence of a company seal; the amendment takes effect on publication in the Official Gazette.

Commencement of Companies (Amendment) Act: sections 1-12 and 15-23 appointed to come into force on specified date.
The Central Government, exercising the power under sub-section (2) of section 1 of the Companies (Amendment) Act, 2015, appoints the date on which sections 1 to 12 and 15 to 23 of the Amendment shall come into force; the appointment is effected by Gazette notification issued by the Ministry of Corporate Affairs and includes the file reference and official signatory.

Share certificate execution updated: signatures required under seal if any, otherwise two directors or director and Company Secretary.
Amendment prescribes that share certificates issued under the seal, if any, must be so affixed and signed; if no common seal exists, certificates shall be signed by two directors or by a director and the Company Secretary where appointed; where board composition permits, one signing director should not be a managing or whole-time director; for One Person Companies, certificates issued under the seal, if any, must be affixed in the presence of and signed by one director or an authorised person and the Company Secretary or other authorised person, and if no seal exists, by the persons in whose presence the seal would be affixed.

Dividend declaration restriction removed, allowing companies to declare dividend without setting off past losses and unprovided depreciation.
The Second Amendment Rules, 2015 omit sub rule (5) of rule 3 of the Companies (Declaration and Payment of Dividend) Rules, 2014, removing the requirement that carried forward losses and depreciation not provided in previous years be set off against current year profit before a company may declare dividend, thereby eliminating that precondition for dividend declaration.

Nomination under Companies Act provision: Institute of Company Secretaries' nominee appointed to the specified panel replacing prior entry.
The Central Government amends a prior notification by substituting serial number 3 with a new entry naming Shri Atul Hasmukhrai Mehta as President and as the nominee of the Institute of Company Secretaries of India, designated as the member nominated under the applicable nomination clause of the Companies Act provision.

Rescission of notifications withdraws specified prior corporate notifications, effective immediately while preserving prior actions.
The Central Government, exercising powers under the Companies Act, rescinds two earlier Gazette notifications issued by the Ministry of Corporate Affairs with immediate effect, removing their operative force while expressly preserving things done or omitted to be done prior to rescission.

Companies incorporation rules amended: optional integrated INC-29 process for incorporation, DIN allotment, and OPC penalty provision.
The 2015 amendments revise eligibility language in rules 6-7, omit rule 5, introduce rule 7A imposing fines on One Person Companies or officers for contraventions, require self attestation in Form INC 10, and insert rule 36 establishing an optional Integrated Process using Form INC 29 to obtain DINs (up to three), reserve name, incorporate various company types, use MOA/AOA templates (INC 30/31), pay an additional Rs.2,000 fee, permit Registrar review with two 15 day cure opportunities, and issue incorporation certificates in Form INC 11.

Applicability of section 458 to limited liability partnerships: government notification applies company-law provisions to LLPs upon publication.
The Central Government, exercising powers under subsection (1) of section 67 of the Limited Liability Partnership Act, 2008, directed that the provisions of section 458 of the Companies Act, 2013, except the proviso to subsection (1), shall apply to limited liability partnerships from the date of publication of the notification in the Official Gazette.

Auditor's report requirements: mandatory disclosure of specified asset, inventory, loan, control, statutory dues, and fraud matters.
The Order requires that the auditor's report include statements on specified operational and compliance matters: maintenance and verification of fixed assets and inventory, loans to parties in the section 189 register (including recovery of overdue amounts), adequacy of internal controls, compliance with deposit provisions and related directives, maintenance of prescribed cost records, regularity of undisputed statutory dues and details of disputed amounts, accumulated losses and cash losses, defaults to financial institutions, guarantees prejudicial to the company, application of term loans, and any frauds noticed. Reasons must be stated for any unfavourable, qualified or non-expressive answers.

Assessment of compensation under companies amalgamation rules confirms share swap and preservation of creditor rights.
The Joint Director (Accounts), as competent authority under rule 12-A, assessed member and creditor entitlement for the proposed amalgamation of National Spot Exchange Limited into Financial Technologies (India) Limited. Independent valuers recommended a range of fair values and a share exchange formula; the order directs issuance of fully paid transferee shares to former members according to the prescribed swap ratio, cancellation of the dissolved company shares held by the transferee, rounding of fractional entitlements, allotment form, and records that creditors' rights are preserved by draft amalgamation clauses so no separate compensation is required.

Deposit acceptance amendments require annual credit rating and specific treatment of earlier subscription receipts by companies.
Companies receiving subscription monies before 1 April 2014 and disclosed in the balance sheet up to 31 March 2014, where allotment remained pending on 31 March 2015, must by 1 June 2015 either return such amounts, allot the securities, or comply with the Companies (Acceptance of Deposits) Rules, 2014.