This Article explains Relaxations Under Companies Act, 2013 Due To Covid-19 as announced by Government from time to time.  All the relaxation right from 18th March 2020 are been mentioned date wise with Description of Relaxation provided.

Date Description of Relaxation
18th March, 2020 Relaxed the requirement of holding Board meetings with physical presence of directors under section 173 (2) r/w rule 4 of the Companies (Meetings of Board and its Powers) Rules, 2014 for approval of the annual financial statements, Board’s report, etc. Su
19th March, 2020 Relaxation in Holding of Board Meeting through Video Conferencing for Restricted Matters
23rd March, 2020 Clarification on spending of CSR funds
24th March, 2020 Special Measures under Companies Act, 2013
A voluntary FORM CAR (Companies Affirmation of Readiness Towards COVID-19) has been introduced to access the companies’ compliance with COVID-19 related measures, such as, implementation of work from home policy.
Deferment of applicability of the Companies (Auditor’s Report) Order, 2020
30th March, 2020 LLP Settlement Scheme, 2020 – Modification – Reg

Companies Fresh Start Scheme, 2020

8th April, 2020 Holding of EGM and AGM through Video Conferencing
10th April, 2020 COVID-19 related Frequently Asked Questions (FAQs) on Corporate Social Responsibility (CSR)
13th April, 2020 Relaxation in Filing Forms U/S 124 And 125 of the Companies Act, 2013
21st April, 2020 Holding of AGM till 30th September for Companies whose financial year ended on 31st December, 2019
Extension for Names Reserved and Resubmission of Forms
MCA has recently deployed in its ‘News & Important Updates’ section that the DIN holders marked as ‘Deactivated’ due to non-filing of form DIR-3KYC or DIR-3 KYC-Web and those companies whose compliance status has been marked as “ACTIVE non-compliant” due to non-filing of Active Company Tagging Identities and Verification(ACTIVE) e-form are encouraged to become compliant once again in pursuance of the General Circulars mentioned above and file forms DIR-3KYC, DIR-3KYC-Web and ACTIVE as the case may be between 1st April 2020 to 30th September 2020 without any filing fee of INR 5000 or INR 10,000 respectively.
April 30, 2020 Extension for filing of Form NFRA-2
May 5, 2020 Clarification on Holding of AGM Through Video conferencing or Other Audio-Visual Means
May 11, 2020 Clarification for Dispatch of Notice of Right Issues Opening up to July 31, 2020
May 26, 2020 Amendment of item no.(viii) in the schedule vii of the Companies act,2013

‘PM CARES Fund’ as an eligible CSR expenditure under item (viii) effective from March 28, 2020.

June 5, 2020 The Companies (Share Capital and Debentures) Amendment Rules, 2020
June 15, 2020 Extension of time for convening EGM through VC/OAVM till 30th September 2020
June 17, 2020 Scheme for relaxation of time for filing Charge related forms under the Companies Act, 2013
June 19, 2020 Extension of time for creation of deposit repayment reserve and to invest or deposit amount of debentures
June 23, 2020 Board can have meeting through VC facility-The Companies (Meetings of Board and its Powers) second amendment rules, 2020
June 23, 2020 MCA has extended the time limit for inclusion of name of Independent Director in data bank of Independent Director from “seven months” to “ten months” that is till September 30, 2020.
June 23, 2020 MCA has notified that spending amount for Central Armed Police Forces (CAPF) and Central Para Military Forces (CPMF) veterans, and their dependents including widows is covered as CSR activities in Schedule VII of the Act.
June 25, 2020 Clarification on contribution to PM CARES Fund as eligible CSR activity under item no. (viii) of the Schedule VII of Companies Act, 2013”.
June 29, 2020 The Companies (Removal of Names of Companies from the Register of Companies) Amendment Rules, 2020

A Government Company or WoS of a Government Company at the time of filing of form STK-2 submit a duly notarized Indemnity Bond in Form STK-3A (Format of Indemnity Bond), given by an authorized representative, not below the rank of Under Secretary or its equivalent.

July 6, 2020 Extension of the last date of filing of Form NFRA-2

MCA has extended the time limit for filing of Form NFRA-2 for the reporting period F.Y. 2018-19. The said period will be 270 days from the date of deployment of this form on NFRA website.

July 24, 2020 The Companies (Indian Accounting Standards) Amendment Rules, 2020
August 3, 2020 Extension of time for dispatch of notice under section 62(2) of Companies Act, 2013 for Right issues opening by the Listed Companies upto 31st December, 2020
August 17, 2020 Clarification on extension of Annual General Meeting (AGM) for the financial year ended as at 31.03.2020- Companies Act, 2013-reg.
August 24, 2020 Amendment in item no. (ix) in Schedule VII of the Companies Act, 2013

MCA has allowed certain expenditure made by the Company as CSR Expenditure, if the Contribution is given:

1. for research and development projects in the field of science, technology, engineering and medicine under item no. (ix) (a) and

2. to Department of Biotechnology (DBT); Department of Pharmaceuticals; Ministry of Ayurveda, Yoga and Naturopathy, Unani, Siddha and Homoeopathy (AYUSH) in (ix) (b) is inserted.

August 24, 2020 The Companies (Corporate Social Responsibility Policy) Amendment Rules, 2020

MCA Notified the Companies (Corporate Social Responsibility Policy) Amendment Rules, 2020 and made the amendment in the Companies (Corporate Social Responsibility Policy), Rules, 2014.

“CSR Policy” relates to the activities to be undertaken by the company in areas or subjects specified in Schedule VII to the Act and the expenditure thereon, excluding activities undertaken in pursuance of normal course of business of a company;

Provided that any company engaged in research and development activity of new vaccine, drugs and medical devices in their normal course of business may undertake research and development activity of new vaccine, drugs and medical devices related to COVID-19 for financial years 2020-21, 2021-22 and 2022-23 subject to the conditions.

August 28, 2020 Notification of Provision of Clause (II) Of Section 23 of the Companies (Amendment) Act, 2017

Companies Amendment Act, 2017

MCA Notified the provision of clause (ii) of section 23 of the Companies (Amendment) Act, 2017, and accordingly amendment is made in existing provisions u/s 92(3) of the Companies Act, 2013.

Every company shall place a copy of the annual return on the website of the company, if any, and the web-link of such annual return shall be disclosed in the Board’s report.

August 28, 2020 Companies (Management and Administration) Amendment Rules, 2020
September 7, 2020 The Companies (Acceptance of Deposits) Amendment Rules, 2020

MCA has notified the Companies (Acceptance of Deposits) Amendment Rules, 2020 and made few amendments for Startup Companies.

September 8, 2020 Order of Registrar of Companies (RoC) dated September 08, 2020 granting General Extension of time for holding AGM to all the Companies for FY 2019-20 till December 31, 2020
September 10, 2020 Relaxation of additional fees and extension of last date of filing of CRA-4 (form for filing of cost audit report) for FY 2019-20 under the Companies Act, 2013
September 18, 2020 Extension of time for Company Fresh Start Scheme, 2020 (CFSS)

Extension of time for LLP Settlement Scheme, 2020

September 28, 2020 Extension of time of Scheme for relaxation of time for filing forms related to creation or modification of charges under the Companies Act, 2013
September 28, 2020 Extension of time for convening EGM through VC/OAVM till December 31, 2020
September 28, 2020 Board can have meeting through VC facility —–The Companies (Meetings of Board and its Powers) Third Amendment Rules, 2020

MCA had notified amendment in the Companies (Meeting of Board and its Powers) Third Amendment Rules, 2020 and allowed the Companies to pass certain matters which are generally not allowed to be dealt in any meeting held through video conferencing or other audio-visual means till December 31, 2020.

September 28, 2020 Independent Director —The Companies (Appointment and Qualification of Directors) Fourth Amendment Rules, 2020

MCA had notified amendment in The Companies (Appointment and Qualification of Directors) Fourth Amendment Rules, 2020 (“The 4th Amendment Rules, 2020”) and extended the time limit for inclusion of name of Independent Director in data bank of Independent Director from “ten months” to “thirteen months” that is till December 31, 2020

September 28, 2020 Notification of Companies Amendment Act, 2020 (“CAA 2020”)
September 29, 2020 Extension of time for creation of deposit repayment reserve and to invest or deposit amount of debentures till December 31, 2020

MCA extended the time limit for creation of Deposit Repayment Reserve and to invest or deposit amount of Debentures as mentioned below till December 31, 2020.

October 7, 2020 The Companies (Prospectus and Allotment of Securities) Amendment Rules, 2020

MCA has notified the Companies (Prospectus and Allotment of Securities) Amendment Rules, 2020 and inserted a new proviso as mentioned below after 3rd proviso of Rule 14(1) of the Companies (Prospectus and Allotment of Securities) Rules, 2014.

October 20, 2020 Extension of Relaxation from the mandatory residency requirement of 182 days in a year by at least one Director in every Company under the Companies Act, 2013 and LLP Act 2008
November 7, 2020 Extension of time for LLP settlement scheme, 2020
December 1, 2020 Relaxation of additional fees and extension of last date of filing of CRA-4 (form for filing of cost audit report) for FY 2019-20 under the Companies Act, 2013

In view of extra ordinary disruption caused due to the pandemic, it has been decided that if the cost audit report for F.Y 2019-20 is submitted by the cost auditor to the Board of Directors of the Companies by 31st December, 2020, then the same would not be viewed as violation of rule 6(5) of Companies (cost records and audit), Rules, 2014.

December 17, 2020 CARO 2020 / The Companies (Auditor’s Report) Second Amendment Order, 2020

Every Report made by the Auditor under section 143 of the Companies Act 2013 on the accounts of every company audited by him, to which the CARO, 2020 applies, for the financial years commencing on or after the 1st April, 2021, shall in addition, contain the matters specified in paragraphs 3 and 4, as may be applicable: Provided this Order shall not apply to the auditor’s report on consolidated financial statements except clause (xxi) of paragraph 3. CARO, 2020 applicability is further differed to from 01 April, 2021 onwards.

December 17, 2020 THE COMPANIES (COMPROMISES, ARRANGEMENTS AND AMALGAMATIONS) SECOND AMENDMENT RULES, 2020

MCA has notified the Companies (Compromises, Arrangements and Amalgamations) Second Amendment Rules, 2020 to further amend the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016 in the following manner: –

  • In rule 2(1) on Definitions the following clause shall be inserted, namely:

“(e) “corporate action” means any action taken by the company relating to transfer of shares and all the benefits accruing on such shares namely, bonus shares, split, consolidation, fraction shares and right issue to the acquirer”.

  • Rule 26A shall be inserted regarding Purchase of minority shareholding held in demat form
December 18, 2020 The Companies (Appointment And Qualification Of Directors) Fifth Amendment Rules, 2020

MCA notified The Companies (Appointment and Qualification of Directors) Fifth Amendment Rules, 2020 giving certain relaxations to Independent Directors.

Key points of the notification are summarised as under:

  • Relaxation to take the online proficiency self-assessment test. An individual to pass the test within a period of 2 years from the date of inclusion of their name in the database (earlier it was within a year)
  • Expanded eligibility criteria for exemption from taking the test, and eased experience criteria for an individual who has served as a Director/KMP for a total period of not less than 3 years (earlier it was 10 years) in certain  Public Companies/Body Corporates or in the Organisations specified by the Central Government
  • The passing criteria for the online proficiency self-assessment test has been reduced to 50% from 60%
December 21, 2020 Certain Sections of The Companies Amendment Act, 2020 notified

In exercise of the powers conferred by sub-section (2) of section 1 of the Companies (Amendment) Act, 2020 (29 of 2020), the Central Government hereby appoints the 21st day of December, 2020 as the date on which the few provisions of the said Act shall come into force.

December 24, 2020 Change in Form SH-7 TO Report Change in Authorised Share Capital of the Company

The Companies (Share Capital and Debentures) Second Amendment Rules, 2020 is published on 24th December 2020. The amendment is change in Form SH-7, which is Notice to Registrar for alteration in Capital.

December 24, 2020 MCA has notified the Companies (Incorporation) Third Amendment Rules, 2020 which shall be effective from 26th January, 2021.

Through this amendment, the Rule has been amended by insertion of new Rule 9A where the Applicant can apply for extension of period for reservation of Name for incorporation of new company (not for change of name of the company). According to Rule 9 (which was amended on 23rd February 2020) of the Companies (Incorporation) Rules, 2014, an Application for reservation of Name for the company to be made by the Applicant through the web service available at www.mca.gov.in

1. For the formation of new company file Form SPICe+ (Simplified Proforma for Incorporating Company Electronically Plus: INC-32) along with fee as provided in the Companies (Registration Offices and Fees) Rules, 2014 ; and

2. For the change of name of existing company file Form RUN (Reserve Unique Name) using web services along with fee as provided in the Companies (Registration Offices and Fees) Rules, 2014,

3. The Registrar, Central Registration Centre (CRC) Manesar, Delhi may either approve or reject it and allow re-submission of such web form within 15 days for rectification of the defects, if any

For Incorporation of new company, the Name is reserved for 20 days and for the change of name of existing company, the Name is reserved for 60 days.

Part A of SPICe+ is substituted with new Part A.

December 30, 2020 The Companies (Meetings  of Board and its Powers) Fourth Amendment Rules, 2020

MCA notified the Companies (Meetings of Board and Its Powers) Fourth Amendment Rules, 2020 and allowed the Companies to pass following matters which are generally not allowed to be dealt in any meeting held through video conferencing or other audio visual means till June 30, 2021 (earlier it was allowed till December 31, 2020)

December 31, 2020 Relaxation in holding EGM or Postal Ballot till 30th June 2021

In continuation to the General Circulars No.14/2020 dated 8th April, 2020, No.17/2020 dated 13th April, 2020, No.22/2020 dated 15.06.2020 and No.33/2020 dated 28.09.2020 , MCA has allowed companies to conduct their EGMs through VC or OAVM or transact items through postal ballot in accordance with the framework provided in the aforesaid Circulars upto 30th June, 2021. All other requirements provided in the said Circulars shall remain unchanged.

January 13, 2020 Clarification on spending of CSR funds for awareness and public outreach on COVID-19.
January 15, 2020 Scheme for condonation of delay for companies restored on Register of Companies between 1st December 2020 to 31st December 2020

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