Ministry of Corporate Affairs

Companies Restriction on Number of Layers Amendment Rules 2025

Issue Date: 27 June 2025 Published: 01 July 2025

Gazette ID: CG-DL-E-01072025-264251 Download PDF

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Core Purpose

This notification introduces the Companies (Restriction on number of layers) Amendment Rules, 2025, to amend the Companies (Restriction on number of layers) Rules, 2017, specifically by substituting Form CRL-1 in its Annexure.

Detailed Summary

The Ministry of Corporate Affairs issued G.S.R. 427(E) on June 27, 2025, introducing the Companies (Restriction on number of layers) Amendment Rules, 2025, which will come into force on July 14, 2025. These rules are promulgated by the Central Government under the powers conferred by the proviso to clause (87) of section 2 and sub-sections (1) and (2) of section 469 of the Companies Act, 2013 (18 of 2013). The primary amendment substitutes Form CRL-1 in the Annexure of the Companies (Restriction on number of layers) Rules, 2017, with a new Form No. CRL-1, titled "Return regarding number of layers." This new form, pursuant to section 2(87) of the Companies Act, 2013 and rule 2(4)(i) of the Companies (Restriction on number of layer) Rules, 2017, requires companies to provide detailed information including Corporate Identity Number (CIN), name, registered office address, E-mail ID, the number of layers of subsidiaries as on the commencement date of these rules, the number of subsidiaries in each layer, and specific details for each subsidiary and holding company (registration type/number, names, and percentage of share held). The form also includes a declaration to be digitally signed by a Director, Manager, Company Secretary, CEO, or CFO, referencing Sections 448 and 449 of the Companies Act, 2013, which provide for punishment for false statements and false evidence, respectively. The principal rules, Companies (Restriction on number of layers) Rules, 2017, were originally published vide G.S.R. 1176(E) on September 20, 2017.

Full Text

REGD. No. D. L.-33004/99 The Gazette of India CG-DL-E-01072025-264251 EXTRAORDINARY PART II-Section 3-Sub-section (i) PUBLISHED BY AUTHORITY NEW DELHI, FRIDAY, JUNE 27, 2025/ASHADHA 6, 1947 MINISTRY OF CORPORATE AFFAIRS NOTIFICATION New Delhi, the 27th June, 2025 G.S.R. 427(E).— In exercise of the powers conferred by proviso to clause (87) of section 2 and sub- sections (1) and (2) of section 469 of the Companies Act, 2013 (18 of 2013), the Central Government hereby makes the following rules to amend Companies (Restriction on number of layers) Rules, 2017 namely:— 1. Short title and commencement. - (1) These rules may be called the Companies (Restriction on number of layers) Amendment Rules, 2025. (2) They shall come into force on the 14th day of July, 2025. 2. In the Companies (Restriction on number of layers) Rules, 2017, in the Annexure, for Form CRL- 1, the following form shall be substituted, namely: — Form No. CRL-1 Return regarding number of layers [Pursuant to proviso to section 2(87) of the Companies Act, 2013 and rule 2(4)(i) of the Companies (Restriction on number of layer) Rules, 2017] Refer instruction kit for filing the form All fields marked * are mandatory Form language English Hindi Company Information 1 *Corporate Identity Number (CIN) 2 (a) *Name of the company (b) *Address of the registered office of the company (c) *E-mail ID of the company Subsidiaries Information 3 *Number of layers of subsidiaries as on the date of commencement of these rules 4 Number of subsidiaries in each layer *Layer 1 *Total 5 Subsidiaries Company Details | Subsidiary Company details | Holding Company details | |:------------------------------------------------------------------------------------------------|:-----------------------------------------------------------------------------------------| | Sr.no | Select type of registration | Enter the registration number | Name of Subsidiary | Select type of registration | Enter the registration number | Name of Holding | % of share held by Holding company | | SL1-1 | | | | | | | | | SL1-2 | | | | | | | | Attachments Optional attachment(s) – if any Max 2 MB Choose Remove Download Declaration I am authorised by the Board of Directors of the Company vide resolution number* dated (DD/MM/YYYY)* _________________________________ to sign this form and declare that all the requirements of the Companies Act, 2013 and the rules made thereunder in respect of the subject matter of this form and matters incidental thereto have been complied with. I further declare that the information of the subsidiaries and the layers as contained in the form is true, correct and complete and no information has been suppressed or concealed. * To be digitally signed by *Desigantion (Director/Manager/Company Secretary/CEO/CFO) *Director identification number of the director; or DIN or PAN of the Manager/ CEO/CFO; or Membership number of the Company Secretary Save Submit Note: Attention is also drawn to provisions of Section 448 and 449 of the Companies Act, 2013 which provide for punishment for false statement / certificate and punishment for false evidence respectively. This eForm has been taken on file maintained by the registrar of companies through electronic mode and on the basis of statement of correctness given by the company. For office use only: eForm Service request number (SRN) eForm filing date (DD/MM/YYYY) [F. No. 01/13/2013-CL-V (Vol.V)] BALAMURUGAN D, Jt. Secy. Note: The principal rules were published in the Gazette of India, Extraordinary, Part II, Section 3, Sub- section (i), vide notification number G.S.R. 1176(E), dated the 20th September, 2017. Uploaded by Dte. of Printing at Government of India Press, Ring Road, Mayapuri, New Delhi-110064 and Published by the Controller of Publications, Delhi-110054. GORAKHA NATH Digitally signed by GORAKHA YADAVA NATH YADAVA Date: 2025.07.01 11:37:31 +05'30'

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