Fast Track Merger _ Forms & Deadlines Summary

The Fast Track Merger (FTM) mechanism under Section 233 of the Companies Act, 2013, read with Rule 25 of the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016, provides a simplified, out-of-court route for corporate restructuring. By eliminating the requirement of approaching the National Company Law Tribunal (NCLT), it significantly reduces legal expenditures, compliance burdens, and procedural timelines.

Master Summary of Forms, Authorities & Statutory Timeline

Form No.	Document / Filing Name	Recipient Authority / Party	Statutory Filing Deadline / Window
CAA-9	Notice inviting objections/suggestions	RoC, Official Liquidator (OL), Affected Persons	30 days window allowed for receiving objections
GNL-1	E-form to submit Notice (CAA-9) & Scheme (CAA-11)	Registrar of Companies (RoC)	Filed along with CAA-9 & within 15 days post-meeting for CAA-11
CAA-10	Declaration of Solvency	Registrar of Companies (RoC)	Prior to calling Member & Creditor meetings
GNL-2	E-form to attach Declaration of Solvency (CAA-10)	Registrar of Companies (RoC)	Prior to sending notices for Member & Creditor meetings
MGT-14	Special Resolution Filing	Registrar of Companies (RoC)	Within 30 days of passing shareholders' resolution
RD-1	Application for Scheme Approval	Regional Director (RD)	Within 15 days from conclusion of Member & Creditor meetings
CAA-11	Scheme & Meeting Outcome Report	RoC & Regional Director (RD)	Within 15 days of conclusion of Member & Creditor meetings
CAA-12	Confirmation Order of Scheme	Issued by RD to Transferee Co.	Issued within 60 days of receipt of scheme by RD
INC-28	Registration of RD Confirmation Order	Jurisdictional RoC	Within 30 days of receipt of CAA-12 Confirmation Order

The Fast-Track Merger route provides a streamlined mechanism for intra-group reorganizations, startup integrations, and eligible unlisted corporate consolidations. Maintaining compliance with statutory timelines, ensuring accurate solvency declarations, and securing requisite approval thresholds remain essential to achieving a smooth, court-free merger.

Disclaimer: Every effort has been made to avoid errors or omissions in this material. In spite of this, errors may creep in. Any mistake, error or discrepancy noted may be brought to our notice which shall be taken care of in the next edition. In no event the author shall be liable for any direct, indirect, special or incidental damage resulting from or arising out of or in connection with the use of this information.

MSME TEAM SCHEME : AN OVERVIEW

As a sub-scheme under the Central Sector Scheme “Raising and Accelerating MSME Performance (RAMP)”, the Ministry of MSME launched “MSME Trade Enablement and Marketing Initiative” (MSME-TEAM Initiative).

MSME Trade Enablement and Marketing Initiative” (MSME-TEAM Initiative) aims at assisting five lakh Micro, Small and Medium Enterprises (MSMEs) to onboard the Open Network Digital Commerce (ONDC) platform, through awareness workshops which will include hand-holding assistance for onboarding onto ONDC.

The MSME TEAM Initiative, or MSME Trade Enablement and Marketing Initiative, is a government program designed to assist Micro, Small, and Medium Enterprises (MSMEs) in India to expand their reach and boost their sales.

Key Features:

• Focus on ONDC: The core objective is to help MSMEs leverage the Open Network for Digital Commerce (ONDC) platform. ONDC aims to create a more open and inclusive e-commerce ecosystem.
• Onboarding Assistance: The program provides support to MSMEs in onboarding onto the ONDC platform. This includes guidance on setting up online stores, creating product catalogs, and navigating the platform's functionalities.
• Capacity Building: MSMEs receive training and capacity-building support to effectively utilize digital tools and market their products online.
• Logistics Support: The initiative provides subsidies for transportation and logistics costs incurred by MSMEs when selling through ONDC.

Benefits for MSMEs:

• Increased Market Access: Access to a wider customer base beyond their traditional markets.
• Reduced Dependence on Large Platforms: ONDC offers an alternative to dominant e-commerce platforms, potentially leading to more competitive pricing and better terms for MSMEs.
• Enhanced Digital Presence: Helps MSMEs establish a stronger online presence and improve their brand visibility.
• Improved Sales and Revenue: By reaching a larger audience and streamlining their online sales processes, MSMEs can potentially increase their sales and revenue.

Overall, the MSME TEAM Initiative is a significant step towards empowering MSMEs in the digital age. By providing them with the necessary tools, training, and support, the program aims to contribute to the growth and development of the MSME sector in India.

·         Source: Click Here

Disclaimer:  Every effort has been made to avoid errors or omissions in this material. In spite of this, errors may creep in. Any mistake, error or discrepancy noted may be brought to our notice which shall be taken care of in the next edition. In no event the author shall be liable for any direct, indirect, special or incidental damage resulting from or arising out of or in connection with the use of this information.

MSME Amendment Bill 2026: Key Changes and Impact

MSME Amendment Bill 2026: Key Changes and Impact on Small Businesses

Parliament has passed the Micro, Small and Medium Enterprises Development (Amendment) Bill, 2026, bringing a major update to India's small business framework. Designed to address delayed payments, speed up dispute resolution, and spur growth, the legislation strengthens protections for a sector that contributes over 30% to India's GDP.

Here is a summary of the key proposed changes and what they mean for MSMEs:

Key Highlights of the Bill

• Mandatory TReDS Payment Settlement: Central Public Sector Enterprises (CPSEs) must now settle MSME invoice receivables through the Trade Receivables Discounting System (TReDS), ensuring small suppliers can access immediate cash flow through invoice discounting.
• Strict Timelines for Dispute Resolution: Micro and Small Enterprises Facilitation Councils (MSEFCs) face tight statutory deadlines: 90 days for mediation, 30 days for arbitration reference, and 90 days for arbitral awards. Virtual hearings are now officially recognized.
• Stronger Dues Recovery Mechanisms:
• Mediated settlements and arbitral awards are recoverable as arrears of land revenue.
• Buyers appealing an award in court for more than six months can be ordered to deposit at least 50% of the award amount directly to the MSME supplier.
• R&D and Green Tech Exemptions: Expenditure on research and development (R&D), pollution control equipment, and industrial safety tech will no longer count toward investment limits for MSME classification. This allows businesses to innovate without losing their MSME status.
• Unified Digital Registration: A free national online platform will streamline registration and integrate central and state support schemes.
• Decriminalization of Technical Defaults: Minor administrative non-compliances will face graded civil penalties rather than criminal prosecution, improving ease of doing business.

Summary of Impact

Area	Change	Benefit for MSMEs
Cash Flow	Mandatory TReDS for CPSEs	Faster realization of unpaid invoices
Payment Recovery	Strict 90-day dispute limits & land revenue recovery	Reduced litigation delays and stronger legal backing
Growth & Innovation	Exclude R&D/green tech from investment caps	Retain MSME benefits while scaling operations
Compliance	Decriminalization of procedural lapses	Reduced regulatory harassment

The Bottom Line

The MSME Amendment Bill 2026 equips small enterprises with stronger legal teeth to recover unpaid dues, protects their cash flow, and encourages green investment. Proper execution by state governments and facilitation councils will be key to realizing these benefits on the ground.

·         Source: Click Here

Disclaimer:  Every effort has been made to avoid errors or omissions in this material. In spite of this, errors may creep in. Any mistake, error or discrepancy noted may be brought to our notice which shall be taken care of in the next edition. In no event the author shall be liable for any direct, indirect, special or incidental damage resulting from or arising out of or in connection with the use of this information.

THE FOREIGN EXCHANGE (COMPOUNDING PROCEEDINGS) RULES, 2024 – OVERVIEW

The Department of Economic Affairs (DEA), Ministry of Finance, on 12^th September has notified the Foreign Exchange (Compounding Proceedings) Rules, 2024 under powers given under section 46 read with section 15 of the Foreign Exchange Management Act (FEMA), 1999. The amended Rules will supersede the existing Foreign Exchange (Compounding Proceedings) Rules, which were issued in 2000. They provide a framework for individuals or entities to voluntarily settle contraventions of the Foreign Exchange Management Act, 1999 (FEMA), by paying a compounding fee.

Key Highlights

The 2024 Rules introduce significant reforms aimed at reducing administrative delays and supporting the Government of India’s Ease of Doing Business initiative.

1. Revision in Monetary Limits for RBI Officials

The monetary jurisdiction for officers of the Reserve Bank of India (RBI) handling compounding proceedings (for all contraventions other than Section 3(a) of FEMA) has been substantially enhanced to allow faster disposal at regional levels:

RBI Officer Rank	Former Limits (2000 Rules)	Revised Limits (2024 Rules)
Assistant General Manager (AGM)	Up to ₹10 Lakh	Up to ₹60 Lakh
Deputy General Manager (DGM)	> ₹10 Lakh to ₹40 Lakh	> ₹60 Lakh up to ₹2.5 Crore
General Manager (GM)	> ₹40 Lakh to ₹100 Lakh	> ₹2.5 Crore up to ₹5 Crore
Chief General Manager (CGM)	Exceeding ₹100 Lakh	Exceeding ₹5 Crore

2. Monetary Limits for Directorate of Enforcement (ED) Officials

For contraventions specifically involving Section 3(a) of FEMA (dealing in or transferring foreign exchange/foreign security to unauthorized persons), the authorities in the Directorate of Enforcement (ED) hold compounding jurisdiction as detailed below:

ED Officer Rank	Sum Involved in Contravention
Deputy Director	Up to ₹5 Lakh
Additional Director	> ₹5 Lakh up to ₹10 Lakh
Special Director	> ₹10 Lakh up to ₹50 Lakh
Special Director in conjunction with Deputy Legal Adviser	> ₹50 Lakh up to ₹1 Crore
Director of Enforcement along with Special Director	Exceeding ₹1 Crore

3. Key Operational Changes

Provision	Erstwhile Framework (2000 Rules)	Updated Framework (2024 Rules)
Application Fee	₹5,000	₹10,000 (+ applicable GST)
Payment Mode	Demand Draft (DD) only	Digital Modes (NEFT/RTGS), Online Payment, or DD
Order Timeline	Within 180 days from application	Within 180 days from application receipt
Payment Timeline	Within 15 days of the order	Within 15 days of the compounding order
Rule on Pending Matters	N/A	Applications pending before Sept 12, 2024, continue under the 2000 Rules

Non-Compoundable Contraventions (Rule 9)

Rule 9 of the 2024 Rules explicitly categorizes contraventions that cannot be compounded by the Compounding Authority:

• Unquantifiable Sums: Matters where the amount involved in the contravention is not quantifiable.
• Serious Violations: Cases involving money laundering, terror financing, or threats to national security/integrity (referred to Adjudicating Authority under Section 13).
• Section 37A Violations: Holding foreign assets outside India in violation of Section 4 of FEMA.
• Already Adjudicated: Cases where the Adjudicating Authority has already passed an order imposing a penalty under Section 13.
• Further ED Investigation Needed: Cases where the authority believes further investigation by the ED is necessary to ascertain the contravention amount.

3-Year Limitation Rule for Repeat Offences

Under Rule 4(2) and Rule 5(2):

• Three-Year Lookback: If a similar contravention committed by a person was previously compounded under these rules, any second or subsequent contravention within 3 years of that date cannot be compounded.
• Reset Period: Any contravention committed after the expiry of 3 years from the date of the previous compounding order will be treated as a first-time contravention.

Summary Impact

The Foreign Exchange (Compounding Proceedings) Rules, 2024 bring much-needed modernization to FEMA compliance in India. By increasing officer authorization limits up to fivefold, incorporating digital payment gateways, and laying down clear rules for non-compoundable offences, the Ministry of Finance has created a more transparent, efficient, and business-friendly regulatory system.

·         Source: Click Here

Disclaimer:  Every effort has been made to avoid errors or omissions in this material. In spite of this, errors may creep in. Any mistake, error or discrepancy noted may be brought to our notice which shall be taken care of in the next edition. In no event the author shall be liable for any direct, indirect, special or incidental damage resulting from or arising out of or in connection with the use of this information.

EPFO 3.0: PF WITHDRAWAL REFORMS 2026

The Employees’ Provident Fund Organisation (EPFO) has officially transitioned into its EPFO 3.0 phase, marking one of the most significant regulatory and digital shifts in the history of social security in India. Aimed at reducing bureaucratic hurdles and empowering subscribers, the 2026 reforms balance instant financial liquidity with long-term retirement security.

Key Changes at a Glance

Feature	Old System (Pre-2026)	New System (EPFO 3.0)
Withdrawal Grounds	13 specific reasons	3 Simplified Categories: Essential, Housing, and Special Circumstances.
Auto-Settlement Limit	Up to ₹1 Lakh	Up to ₹5 Lakh for eligible claims.
Withdrawal Methods	Online Portal / Physical Form	UPI Transfers and a dedicated EPFO ATM Card.
Processing Time	7 to 20 days	Within 3 Days for advances (Illness, Marriage, Education).
Employer Approval	Often required for claims	No Attestation Needed for KYC-compliant accounts.
Minimum Retention	No fixed percentage	25% Lock-in Rule to protect retirement corpus.
EPS Withdrawal	Available after 2 months	Available after 36 months (encouraging pension retention).

 

Detailed Breakdown of Withdrawal Categories

The consolidation of withdrawal grounds ensures that members no longer face claim rejections due to selecting the "wrong" sub-category.

Category	Permissible Uses	Max Frequency / Limit
Essential Needs	Medical emergencies, Higher education, Marriage.	Education: 10 times; Marriage: 5 times.
Housing Needs	Purchase of plot/house, construction, or home loan repayment.	Subject to service years and balance.
Special Circumstances	Natural calamities, sudden financial distress, or job loss.	Immediate access to 75% of funds.

 

New Digital Payout Channels

For the first time, your retirement fund is accessible via modern banking interfaces, reducing the reliance on the unified portal for small, urgent needs.

1. UPI Integration: Members can withdraw up to 75% of their balance directly through apps like Google Pay or PhonePe.
2. EPFO ATM Card: Allows for direct withdrawal of up to 50% of the balance at any standard ATM, bypasses the need for manual online claim filing for urgent liquidity.

The 25% Security Buffer

To balance liquidity with long-term security, the EPFO now mandates that 25% of the total corpus (employee + employer share + interest) must remain in the account. This ensures that even if a member utilizes multiple advances throughout their career, they still retain a foundational amount for their retirement years.

Compliance Checklist for Members

To benefit from these instant settlement features, members must ensure the following are completed on the Member e-Sewa portal:

• Aadhaar-UAN Linking: Mandatory for all digital claims.
• KYC Verification: Bank account (with IFSC) and PAN must be verified.
• Mobile Seeding: The mobile number linked to Aadhaar must be active to receive OTPs for UPI and ATM transactions.

Prerequisites for these benefits:

To utilize these new features, ensure your UAN is activated, your Aadhaar is linked, and your KYC details (PAN and Bank Account) are verified on the EPFO portal.

·         Source: Media / News

Disclaimer: Every effort has been made to avoid errors or omissions in this material. In spite of this, errors may creep in. Any mistake, error or discrepancy noted may be brought to our notice which shall be taken care of in the next edition. In no event the author shall be liable for any direct, indirect, special or incidental damage resulting from or arising out of or in connection with the use of this information.