India introduces the Corporate Laws (Amendment) Bill 2026: bigger small companies, easier mergers, two buy-backs a year
The Corporate Laws (Amendment) Bill 2026, introduced in the Lok Sabha on 23 March 2026 and referred to a Joint Parliamentary Committee, would amend India's Companies Act and LLP Act. It proposes doubling the small-company limits to ₹20 crore capital and ₹200 crore turnover, lower approval thresholds for fast-track mergers, up to two buy-backs a year, higher CSR thresholds, new 'fit and proper' director disqualification grounds and stronger powers for the NFRA.
The Minister of Finance introduced the Corporate Laws (Amendment) Bill, 2026 in the Lok Sabha on 23 March 2026. It amends the Companies Act, 2013 and the Limited Liability Partnership Act, 2008, and was referred to a Joint Parliamentary Committee. It is a proposal, not law.
Main proposals
- Small companies: limits doubled to ₹20 crore paid-up capital and ₹200 crore turnover, and a power to exempt prescribed classes of companies from appointing auditors.
- Fast-track mergers: member approval of a majority holding at least 75% in value of those present and voting (instead of 90% of total shares), and creditor approval of 75% in value (instead of nine-tenths).
- Buy-backs: prescribed classes of companies could exceed the 25% cap, and companies could make up to two buy-back offers a year, at least six months apart.
- CSR: the net profit trigger for a CSR committee rises from ₹5 crore to ₹10 crore, and the deadline to transfer unspent amounts from 30 to 90 days after year end.
- Directors: new disqualification grounds, including people penalised over related party transactions, certain former auditors and other professionals of the company, and people the board has not assessed as 'fit and proper'.
- NFRA: the National Financial Reporting Authority would be strengthened, including powers over auditors and to make regulations.
Who is affected
Indian companies and LLPs, their boards and company secretaries, and auditors.
Later developments
The Joint Parliamentary Committee reported in mid-2026. Its reported recommendations included a 60-day deemed-approval deadline for fast-track mergers and keeping the 25% buy-back cap in the statute as the baseline. Check the Bill's status before relying on any change.