MCA notifies amendment to Director KYC framework w.e.f. 31.03.2026

The Ministry of Corporate Affairs (MCA) notifies significant amendment to the Director KYC framework w.e.f. 31.03.2026

INTRODUCTION

• The Ministry of Corporate Affairs (“MCA”) has notified a significant amendment to the Director KYC framework with an objective of rationalizing the compliance for DIN holders in the Indian Corporate landscape.
• Rule 12A of the Companies (Appointment and Qualification of Directors) Rules, 2014 has now been substituted to strengthen the Director KYC framework under the Companies Act, 2013 Vide Notification No. G.S.R. 943(E).
• The substituted Rule 12A of the Companies (Appointment and Qualification of Directors) Rules, 2014, revises the framework governing Director KYC compliance for individuals holding a Director Identification Number (DIN), with an enhanced focus on accuracy, verification, and regulatory oversight.
• Date of MCA Notification: 31^st December,2025.
• Effective Date of the MCA Notification: 31^st March,2026.

KEY HIGHLIGHTS

• The said notification substitutes the existing Rule 12A of the Companies (Appointment and Qualification of Directors) Rules, 2014, and introduces two new sub-rules.
• The amendment ensures the continued mandatory Director KYC filing with a new tweak making filing mandatory in e-form DIR-3- KYC-WEB on or before the 30^th June of the immediately following every third consecutive financial year, replacing the erstwhile dual requirement of filing e-form DIR-3 KYC and subsequent filing of e-form DIR-3- KYC-WEB annually.
• Thus, an increased emphasis has now been put on the authentic, updated, and verified Director information by introducing a significant shift from Annual to triennial Compliance.
• The erstwhile Rule 12A of the Companies (Appointment and Qualification of Directors) Rules, 2014 required every individual holding DIN as on 31^st March of every financial year to submit e-form DIR-3- KYC for the said financial year to the Central Government on or before 30th September of the immediate next financial year.
• The Substituted rule 12A (1) states that: –

“Every individual who holds a Director Identification Number as on the 31st March of a financial year, shall file KYC intimation in Form No. DIR-3 KYC Web to the Central Government on or before the 30^th June of the immediately following every third consecutive financial year.”

• Further, Rule 12A (2) has been inserted, which states that: –

“In the event of change in his personal mobile number, email address or residential address, submit Form No. DIR-3 KYC Web within a period of thirty days of such change along with the prescribed fee.”

• The requirement of Rule 12A (2) operates independently of the triennial KYC cycle, as is now introduced in Rule 12A (1) of the Companies (Appointment and Qualification of Directors) Rules, 2014.

ILLUSTRATIONS

1. DIN KYC Filed for FY 2024-25:-

DIN held as on 31 March 2025 DIN KYC already filed for FY 2024-25 under the 2old regime;

Next KYC Due Date: 30 June 2028 (after completion of three consecutive financial years).

2. DIN Allotted After 1 April 2025:-

DIN allotted on 15 April 2025 DIN not held as on 31 March 2025;

DIN held as on 31 March 2026;

First KYC Due Date: 30 June 2029.

3. Change in Director Details:-

Change in mobile number/email/address on 10 August 2026;

Compliance Requirement: DIR-3 KYC Web to be filed on or before 9 September 2026, irrespective of the triennial KYC due date.

CONSEQUENCE OF NON – COMPLIANCE

Any failure to comply with the regulatory requirements of Rule 12A of the Companies (Appointment and Qualification of Directors) Rules, 2014 may result in:

• Deactivation of DIN of the Individual holder;
• Threat to the exposure to further regulatory consequences under the Companies Act, 2013.

The amendment dated 31^st December, 2025, reinforces MCA’s commitment to ensure a robust corporate governance and regulatory discipline whilst easing the procedural burden of the stakeholders.

ACTION POINTS

It thus becomes imperative for individual DIN holders to stay abreast with the new compliance requirements to ensure the adverse ramifications in form of monetary penalties or otherwise.

The stakeholders shall ensure to: –

• Review individual KYC status for all DIN holders;
• Ensure timely and accurate filings as per the new amended framework;
• Update the internal compliance calendars and records of the DIN holders.

HOW LEKXMILE CAN ASSIST?

At Lekxmile Consulting, we provide end-to-end consulting and dedicated compliance support to our clients, ensuring timely and seamless fulfilment of all regulatory requirements. Our hands-on approach allows clients to focus on their core business operations while we efficiently manage their compliance obligations.

Our team can help you with: –

• Conducting the Impact assessment of the substituted Rule 12A of Companies (Appointment and Qualification of Directors) Rules, 2014 to apprise your new compliance commitments;
• Providing advisory on the applicability, timelines, and compliance strategy to meet the amended regulatory framework;
• Preparation and filing of Director KYC forms;
• Providing DIN reactivation support and ongoing compliance monitoring;
• Providing Governance and secretarial best-practice advisory.

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Disclaimer: This publication is intended for general informational purposes only and does not constitute legal advice. The contents are based on applicable law as on the date of publication and are subject to change, interpretation, or clarification. Readers are advised to seek specific professional advice before acting on this information.