Gazette Tracker
Gazette Tracker

Core Purpose

The Central Government amends the Companies (Appointment and Qualification of Directors) Rules, 2014, by introducing the Companies (Appointment and Qualification of Directors) Amendment Rules, 2025.

Detailed Summary

The Ministry of Corporate Affairs, vide G.S.R. 943(E) dated December 31, 2025, in exercise of powers conferred under various sections of the Companies Act, 2013 (18 of 2013), including sections 149, 150, 151, 152, 153, 154, 157, 160, 168, 170, and 469, has enacted the Companies (Appointment and Qualification of Directors) Amendment Rules, 2025. These rules, coming into force on March 31, 2026, further amend the Companies (Appointment and Qualification of Directors) Rules, 2014, which were originally published vide G.S.R. 259(E) dated March 31, 2014, and last amended vide G.S.R. 412(E) dated July 16, 2024. Key amendments include the substitution of "Regional Director (Northern Region), Noida" with "Regional Director, Northern Region Directorate I" in sub-rule (1) and (2) of rule 11. All references to "e-form DIR-3-KYC or the web service DIR-3-KYC-WEB" in rule 11 are replaced with "Form No. DIR-3-KYC-Web". Rule 12A is entirely substituted, mandating every individual holding a Director Identification Number (DIN) as on March 31st of a financial year to file KYC intimation in Form No. DIR-3 KYC Web with the Central Government by June 30th of every third consecutive financial year. Additionally, any change in personal mobile number, email address, or residential address requires submission of Form No. DIR-3 KYC Web within thirty days of such change, along with the fee prescribed under the Companies (Registration Offices and Fees) Rules, 2014. The Annexure is also amended to replace the previous forms with the new "Form No. DIR-3-KYC-Web", which supports DIN reactivation, KYC compliance, and updates to contact and residential details, requiring digital signatures from the DIN holder and certification by a practicing professional, with liabilities under Section 448 of the Companies Act, 2013 and relevant provisions of the Bharatiya Nyaya Sanhita, 2023.

Full Text

REGD. No. D. L.-33004/99 The Gazette of India CG-DL-E-31122025-268970 EXTRAORDINARY PART II—Section 3—Sub-section (i) PUBLISHED BY AUTHORITY No. 857] NEW DELHI, WEDNESDAY, DECEMBER 31, 2025/PAUSHA 10, 1947 8855 GI/2025 (1) MINISTRY OF CORPORATE AFFAIRS NOTIFICATION New Delhi, the 31st December, 2025 G.S.R. 943(E).—In exercise of the powers conferred under second proviso to sub-section (1), sub-section (4), clause (f) of sub-section (6) of section 149, sub-sections (3) and (4) of section 150, section 151, sub-section (5) of section 152, sections 153, 154, 157 and 160, sub-section (1) of section 168 and section 170 read with section 469 of the Companies Act, 2013 (18 of 2013), the Central Government hereby makes the following rules further to amend the Companies (Appointment and Qualification of Directors) Rules, 2014, namely:— 1. (1) These rules may be called the Companies (Appointment and Qualification of Directors) Amendment Rules, 2025. (2) They shall come into force on the 31st day of March, 2026. 2. In the Companies (Appointment and Qualification of Directors) Rules, 2014, - (a) in rule 11,— (i) in sub-rule (1), for the words and brackets "Regional Director (Northern Region), Noida", the words and letter "Regional Director, Northern Region Directorate I" shall be substituted; (ii) in sub-rule (2), — (I) for the words and brackets "Regional Director (Northern Region)", at both the places where they occur, the words and letter "Regional Director, Northern Region Directorate I" shall be substituted; (II) for the words, letters and figures "particulars in e-form DIR-3-KYC or the web service DIR-3 KYC-WEB, as the case may be, within stipulated time in accordance with rule 12A", the words, letters and figures “particulars in Form No. DIR-3-KYC-Web in accordance with rule 12A" shall be substituted; (iii) in sub-rule (3), for the words, letters and figures "only after e-form DIR-3-KYC or the web service DIR- 3-KYC-WEB, as the case may be, is filed", the words, letters and figures "only after Form No. DIR-3-KYC- Web is filed" shall be substituted; (b) for rule 12A, the following rule shall be substituted, namely:- "12A. Directors KYC and updation thereof.— (1) 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 30th June of the immediately following every third consecutive financial year. (2) Every individual holding a Director Identification Number shall, 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 fee as provided under the Companies (Registration Offices and Fees) Rules, 2014."; (c) in the Annexure, for the Forms “DIR-3-KYC and DIR-3- KYC-WEB", the following Form shall be substituted, namely:- "Form No. DIR-3-KYC-Web Intimation of Changes or Reactivation of DIN [Pursuant to rule 11 and 12A of the Companies (Appointment and Qualification of Directors) Rules, 2014] Form language English Hindi All fields marked in * are mandatory Refer instruction kit for filing the form Purpose: Reactivation of DIN KYC compliance Update of Mobile Number Update of Email ID Update of permanent residential address Update of Present residential address 1. (a) *Director Identification Number (DIN) (b) *Name 2. Existing Mobile number and Email ID: (a) Personal Mobile Number (b) Enter OTP for Mobile Number (c) Personal Email ID (d) Enter OTP for email-ID 3. DIN Holder's Name (Enter full name and do not use abbreviations) (a) First name (b) Last name (c) Middle name 4. Nationality 5. Date of birth (DD/MM/YYYY) 6. Income tax PAN 7. Passport number 8. Updated Mobile number and Email ID: (a)Personal Mobile Number (b) Enter OTP for Mobile Number (c) Personal Email ID (d) Enter OTP for e-mail ID 9. Permanent residential address Do you have permanent address outside India Address Line 1 Address Line 2 Country Pin Code/Zip Code Area/Locality City District State/UT 10. Whether present residential address is same as permanent residential address 11. Present residential address Address Line 1 Address Line 2 Country Pin Code/Zip Code Area/Locality City District State/UT Residential Proof (Voters Identity Card/ Passport/Driving License/Aadhaar/Bank Statement/Utility Bill) Attachments (a) Proof of change in particulars (b) Optional attachment(s) - if any Verification I hereby declare that the particulars given in the Form herein above are true and also are in agreement with the documents being attached to this form. I also declare that the particulars are being intimated within the period provided in the rule 12A. I shall be liable under section 448 of the Act and under relevant provisions of the Bharatiya Nyaya Sanhita, 2023 and any other law as applicable, if any statement in this application is found to be false or any material fact is found to be have been omitted. To be digitally signed by DIN holder Certificate by practicing professional I declare that I have been duly engaged for the purpose of certification of this form. It is hereby certified that I have gone through the provisions of the Companies Act, 2013 and Rules thereunder for the subject matter of this form and matters incidental thereto and I have verified the above particulars (including attachment(s)) from the original/certified records maintained by the Company/applicant which is subject matter of this form and found them to be true, correct and complete and no information material to this form has been suppressed. I further certify that: 1. The said records have been properly prepared, signed by the required officers of the Company and maintained as per the relevant provisions of the Companies Act, 2013 and were found to be in order. 2. All the required attachments have been completely and legibly attached to this form. 3. It is understood that I shall be liable for action under Section 448 of the Companies Act, 2013 for wrong certification, if any found at any stage. To be digitally signed by Category Chartered accountant (in whole-time practice), Cost accountant (in whole-time practice), Company Secretary (in whole-time practice) Whether associate or fellow Associate Fellow Membership number Certificate of Practice number Save Submit Note: Attention is 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. For office use only: Service request number (SRN) Filing date (DD/MM/YYYY) This Form 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 DIN Holder and professional.". [F. No. 8/4/2018-CL-I] BALAMURUGAN D., Jt. Secy. Note: The Companies (Appointment and Qualification of Directors) Rules, 2014 were published in the Gazette of India, Extraordinary, Part II, Section 3, Sub-section (i) dated 2nd April 2014 vide number G.S.R. 259(E) dated 31st March, 2014 and was last amended, vide notification number G.S.R. 412(E), dated the 16th July, 2024. 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.

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