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Companies (Specification of Definition details) Amendment Rules, 2025

MCA Notifies Revised Definition of Small Company Under Companies Act, 2013: Ministry of Corporate Affairs (MCA), through Notification G.S.R. 880(E) dated 1 December 2025, has amended the Companies (Specification of Definition Details) Rules, 2014 to revise the criteria for classifying a company as a “small company” under Section 2(85) of the Companies Act, 2013 with effect from 1st December 2025.

As per the updated Rule 2(1)(t), a company shall be considered a small company if:

  • Paid-up share capital does not exceed ₹10 crores, and

  • Turnover does not exceed ₹100 crores

The notification clarifies that both criteria—paid-up capital and turnover—must fall within the prescribed limits simultaneously.

Amendment strengthens the small company framework by formally raising the financial ceiling applicable under sub-clauses (i) and (ii) of Section 2(85), thereby enabling more companies to benefit from reduced statutory compliances and streamlined regulatory requirements.

MINISTRY OF CORPORATE AFFAIRS

NOTIFICATION

New Delhi, the 1st December, 2025

G.S.R. 880(E).— In exercise of the powers conferred by sub-sections (1) and (2) of section 469 of the Companies Act, 2013 (18 of 2013), the Central Government hereby makes the following rules further to amend the Companies (Specification of definition details) Rules, 2014, namely:-

1. Short title and commencement.- (1) These rules may be called the Companies (Specification of Definition details) Amendment Rules, 2025.

(2) They shall come into force from the date of their publication in the Official Gazette.

2. In the Companies (Specification of definition details) Rules, 2014, in rule 2, in sub-rule (1), for clause (t), the following clause shall be substituted, namely:-

“(t) For the purposes of sub-clause (i) and sub-clause (ii) of clause (85) of section 2 of the Act, paid up capital and turnover of the small company shall not exceed rupees ten crores and rupees one hundred crores respectively.”.

[F. No. Policy-01/5/2022-CL-V-MCA]

BAIAMURUGAN.D, Jt. Secy.

Note: The principal rules were published in the Gazette of India, Extraordinary, Part-II, Section 3, Sub-section (1), vide number G.S.R. 238(E), dated the 31st March, 2014 and was last amended, vide number 700(E), dated the 15th September, 2022.

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