Companies (Accounts) Rules, 2025 – Second Amendment

Introduction

The Ministry of Corporate Affairs (MCA), through its notification dated 30 May 2025, has notified the Companies (Accounts) Second Amendment Rules, 2025. These amendments will come into force from 14 July 2025 and introduce significant changes to the disclosure and filing requirements for financial statements under the Companies Act, 2013.

The revised framework places stronger emphasis on transparency, digitisation, and governance-related disclosures, particularly in areas concerning workplace ethics and labour law compliance.

Key Highlights of the Amendment

The amended rules introduce the following major changes:

Mandatory disclosure of sexual harassment complaint data in the Board’s Report
Compulsory declaration of compliance with the Maternity Benefit Act, 1961
Electronic-only filing of e-Forms AOC-1 and AOC-2
Mandatory PDF attachments in Form AOC-4, including:
- Board’s Report
- Auditor’s Reports
- Signed financial statements
Electronic filing of standalone and consolidated Auditor’s Report extracts

Objective of the Amendment

The Companies (Accounts) Second Amendment Rules, 2025 aim to:

Enhance transparency and accountability in statutory disclosures
Promote digitisation through mandatory e-filing of prescribed forms
Standardise disclosure practices across companies
Strengthen corporate governance, with a specific focus on workplace safety and labour law compliance

Key Amendments Introduced

1. Mandatory Disclosures on Workplace Safety

In line with the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, companies are now required to disclose the following information in their Board’s Report:

Number of sexual harassment complaints received during the year
Number of complaints disposed of during the year
Number of complaints pending for more than 90 days

These disclosures reinforce accountability and promote a safer workplace environment.

2. Declaration of Compliance with the Maternity Benefit Act, 1961

A significant addition under the amended rules is the requirement to include a formal declaration of compliance with the Maternity Benefit Act, 1961 in the Board’s Report.

The Act provides important benefits to women employees, including paid maternity leave, medical bonuses, nursing breaks, and crèche facilities for eligible establishments. Companies must now explicitly confirm compliance with these provisions, reflecting their commitment to inclusive and employee-friendly workplace practices.

3. Enhanced Filing Requirements under Form AOC-4

Under the amended rules, companies must mandatorily attach the following documents in PDF format while filing Form AOC-4 and related filings:

Extract of the Board’s Report
Extract of the Auditor’s Report (Standalone)
Extract of the Auditor’s Report (Consolidated), where applicable
Duly signed financial statements (in case of XBRL filings)

These requirements are intended to improve the completeness, accuracy, and transparency of filings made with the Registrar of Companies.

4. Mandatory Digital Filing of e-Forms AOC-1 and AOC-2

The amendment mandates electronic filing of e-Form AOC-1 and e-Form AOC-2, which were earlier commonly annexed manually to the Board’s Report.

e-Form AOC-1 captures financial details of subsidiaries, associates, and joint ventures, offering stakeholders better visibility into group entities.
e-Form AOC-2 reports related party transactions under Section 188(1) of the Companies Act, 2013, enhancing transparency and reducing conflict-of-interest risks.

5. Electronic Filing of Board’s Report and Auditor’s Report Extracts

Companies are now required to electronically file extracts of:

The Board’s Report, including:
- Sexual harassment disclosures
- Maternity Benefit Act compliance declaration
The Auditor’s Report (Standalone)
The Auditor’s Report (Consolidated), where applicable

This change improves regulatory access to key compliance information and strengthens stakeholder confidence.

Effective Date

The Companies (Accounts) Second Amendment Rules, 2025 will be effective from 14 July 2025. From this date, all companies must comply with the revised disclosure norms and updated filing requirements.

What Companies Should Do Now: Compliance Action Plan

Step 1: Review the amended rules and determine their applicability to your company.

Step 2: Update the Board’s Report format to include:

Sexual harassment complaint disclosures
Declaration of compliance with the Maternity Benefit Act, 1961

Step 3: Verify internal records relating to:

Sexual harassment complaints (received, resolved, pending)
Maternity benefit compliance (leave, crèche, medical benefits, etc.)

Step 4: Ensure accurate preparation and readiness of e-Forms AOC-1 and AOC-2 for digital filing.

Step 5: Coordinate with statutory auditors to:

Extract standalone and consolidated Auditor’s Reports
Ensure timely documentation and approvals

Step 6: Validate all PDF attachments for Form AOC-4, and ensure XBRL filings are correctly formatted and digitally signed.

Step 7: Conduct internal training for finance, legal, secretarial, and compliance teams involved in statutory filings.

Need Assistance with Compliance?

Complying with the Companies (Accounts) Second Amendment Rules, 2025 can be complex and time-sensitive. IndiaFilings offers end-to-end support—from updating Board’s Reports to accurate e-form filings—ensuring seamless compliance and penalty-free submissions.

About the Author

Ravi

Ravi translates complex legal requirements into clear, actionable insights, enabling entrepreneurs to remain compliant and build sustainable businesses with confidence.

February 1, 2026