The Karnataka State Chartered Accountants Association (KSCAA) has submitted a representation to the Ministry of Corporate Affairs (MCA) Secretary, Shri Manoj Govil, outlining practical challenges faced during MCA compliance filings and suggesting systemic reforms. The KSCAA acknowledges the MCA’s digitization efforts but highlights technical and interpretational issues causing delays, resubmissions, and business disruptions.
Specific concerns include arbitrary requirements from ROC offices for valuation reports and CA certificates for Form CHG-9 (charge creation/modification), despite no legal mandate. Another issue is the continued insistence on PAS-4 as a mandatory attachment in Form MGT-14 for private placements by ROC offices, contrary to MCA’s stated position. Additionally, the representation addresses delays and overreach in name reservation approvals, where proposed names are rejected due to perceived similarities even when they comply with Rule 8.
To address these issues, KSCAA requests clarificatory circulars for CHG-9 documentation and PAS-4 in MGT-14, streamlining of the name approval process with better AI-based validation and uniform guidance for ROC offices. They also urge the MCA to issue FAQs, direct uniform compliance approaches, upgrade portal workflows, and engage in stakeholder consultations before introducing new requirements. The association’s aim is to ease the compliance burden and promote ease of doing business.
Karnataka State Chartered Accountants Association (R)
To,
Shri Manoj Govil,
Secretary, Ministry of Corporate Affairs
Government of India, New Delhi
Date: Monday, 28 July 2025
Ref No: 20/2024-25
SUBJECT: REPRESENTATION REGARDING PRACTICAL CHALLENGES FACED IN MCA COMPLIANCE FILINGS AND SUGGESTIONS FOR SYSTEMIC REFORMS
The Karnataka State Chartered Accountants Association (R) (hereinafter referred to as “KSCAA”) is a representative body of Chartered Accountants formed with the objective of supporting and facilitating the accounting profession and stakeholders across Karnataka and India. We work actively to assist the profession and the business community through advocacy, awareness programs, and representations.
In recent months, we have received several inputs from professionals and corporates highlighting practical challenges encountered while dealing with the MCA portal and the broader compliance framework. Through this representation, we seek to bring to your attention certain urgent issues and to propose feasible resolutions.
INTRODUCTION:
The Ministry of Corporate Affairs (MCA) has made commendable strides toward digitizing and modernizing the corporate compliance landscape. However, a few technical and interpretational issues have led to avoidable friction in filings and compliance efforts, leading to multiple resubmissions, delays in transactions, and disruption to business activities.
ISSUES FACED:
1. Form CHG-9 – Arbitrary Requirement for Valuation and CA Certificate
The ROC offices are increasingly insisting on:
- Valuation reports by Registered Valuers, and
- Certificates from Chartered Accountants on Interest Service Coverage Ratio for filing forms under CHG-9 (creation or modification of charge). There is no legal mandate under the Companies Act, 2013 or the relevant Rules that prescribes these as mandatory attachments for every charge registration. This insistence causes unnecessary delays and professional costs, especially in cases where charges are already supported by sanctioned loan terms.
2. PAS-4 Attachment in MGT-14 for Private Placements
Despite the MCA’s clear position that PAS-4 is not a mandatory attachment in Form MGT-14 in case of private companies making private placements, ROC offices are continuing to insist on this form. This results in unwarranted resubmission notices, duplication of compliance, and delay in fund-raising activities.
3. Name Reservation – Delays and Overreach in “Similarity” Assessment
The name approval process under RUN and SPICe+ is experiencing major delays due to blanket objections raised on the ground of similarity with existing names. Often, proposed names are rejected even when:
- they differ significantly in meaning and structure, and
- do not violate Rule 8 of the Companies (Incorporation) Rules, 2014
This results in multiple rounds of submissions and loss of critical time in setting up or restructuring business entities.
OUR REPRESENTATION:
We respectfully submit the following requests for consideration:
1. CHG-9 Documentation: Issue a clarification circular listing the standard documentation required and advising ROC offices to refrain from asking for valuation/CA reports unless the transaction is extraordinary.
2. PAS-4 in MGT-14: Reaffirm via General Circular that PAS-4 is not to be insisted upon in MGT-14 filings by private companies, unless voluntarily attached.
3. Name Approval: Streamline and digitize the assessment of “similarity” with better AI-based validation and issue binding guidance for ROC offices to ensure uniform interpretation of Rule 8.
OUR REQUEST:
In view of the above, we request the Ministry to consider the following:
- Issue clarificatory circulars or FAQs addressing each of the above points
- Direct ROC offices to follow a uniform compliance approach
- Upgrade system workflows on the MCA portal to avoid technical glitches (especially for OTPs)
- Engage in stakeholder consultation prior to introducing documentation or procedural requirements beyond statutory law
In conclusion, KSCAA remains committed to working constructively with the MCA and other authorities to ease the compliance burden and promote the ease of doing business in India. We hope this representation is considered in the spirit of proactive governance.
Thanking you,
Yours sincerely,
For Karnataka State Chartered Accountants Association ®
CA Vijaykumar M Patel
President
Representation Committee
CA Praveen S Shatter
Secretary
CA Babitha G
Chairperson,
CC:
1. Nirmala Sitharaman, Hon. Union Minister of Finance and Corporate Affairs, Government of India
2. Shri Amardeep Bhatia, Secretary, DPIIT
3. Registrar of Companies, Karnataka
4. Director, e-Governance Cell, MCA
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