Volume #18 | IssueNo. 323/2026 | April 2026
From Numbness to Inspiration
“Yesterday made us realize that the life we often take for granted is actually someone else’s dream. We tend to complain about the smallest inconveniences, get envious, or lose our temper over things that hardly matter. But witnessing the strength, resilience, and hope of those children and their families was nothing short of inspiring.”
These were the heartfelt reflections shared by my young team members after volunteering at Balamitrotsava, sponsored by our Firm and organised by Mitra Cancer Care Foundation (https://www.mitracancare.org/) – an NGO devoted to supporting cancer-affected children and their caregivers. Founded by a cancer warrior himself and also our valued client, Mitra works closely with children battling cancer, their families, and oncology hospitals. Supported by compassionate doctors and committed volunteers, this thoughtfully designed fun carnival breathes joy and vitality into young lives weighed down by a life-threatening illness.
Amid months—sometimes years—of painful treatment, endless diagnostic tests, intravenous lines, and hospital corridors, these children are offered a rare and precious escape. Through simple yet deeply engaging activities—games, drawing and painting, music and dance—Mitra creates moments of normalcy and happiness. While parents grapple with the enormity of the diagnosis and the crushing financial implications of prolonged treatment, the children themselves live blissfully in the moment, finding delight in creativity and play, guided by the warmth of the Mitra team.
Across different hospitals, my team and I witnessed the extraordinary triumph of the human spirit over destiny. We met children as young as eighteen months—some currently undergoing treatment, others newly recovered. Bloated faces from medication, bald heads, fatigued eyes, and forced smiles—yet all radiating innocence, courage, and hope. Families had travelled from distant places, struggling emotionally and financially to sustain long treatment regimens as savings steadily dwindled. Through it all, Mitra’s volunteers stood beside them—befriending, comforting, and enabling families and children alike to find their precious “me-moments”.
For my team, it was an emotional journey. The initial encounter left them numb and teary-eyed as the children were ushered in. But gradually, as they helped the children play, laugh, and unwind, their emotions transformed into inspiration and quiet joy. In many ways, they rediscovered their own childhood through these children. I believe this profound experience will stay with them for years to come—filling them with gratitude and, at some point in their lives, spurring them into meaningful acts of giving back to society in their own way.
The act of Giving is a powerful one. Often, the giver benefits as much as—if not more than—the receiver.
Creating Samhita month after month for over 16 years has been my own deeply rewarding journey of giving and sharing—knowledge, insights, and lived experiences. The 323rd issue of Samhita compiles and analyses key regulatory updates from MCA, IBBI, RBI, IFSC, SEBI, GST, and other authorities.
For access to previous issues of Samhita and readers’ feedback, please visit:
👉 http://www.sharadasc.com/resource-center/
Happy Reading
S.C. Sharada
www.linkedin.com
Regulatory Updates
Startup India Fund of Funds 2.0 and Operational guidelines notified
Vide notification dated April 13, 2026 the DPIIT has notified the establishment of ‘Startup India Fund of Funds 2.0’ with a total corpus of Rs. 10,000 crore for the purpose of mobilizing venture capital for the startup ecosystem of the country. Operational guidelines for the same have been notified on April 25, 2026. Highlights of the same are as follows:
- The scheme is effective immediately with commitments to SEBI Registered AIFs for investing in equity and equity-linked instruments of entities recognised as ‘startups’.
- Segmented approach to target key segments for real innovation:
a) Segment-1: AIFs supporting deep tech;
b) Segment-2: Smaller AIFs (Micro VCs) supporting early growth stage startups
c) Segment-3: AIFs supporting tech-driven innovative manufacturing startups under “Make in India”
d) Segment-4: AIFs supporting sector/stage agnostic startups
- Promoting ecosystem development by earmarking up to 5% of returns for activities such as sensitization, workshops, capacity building, plug and play shared facilities, mentorship, and regulatory support.
- Small Industries Development Bank of India (SIDBI), Implementation Agency (IA) of the FFS 1.0 and another domestic IA will be selected for implementation of the Scheme.
- It established a two stage selection process for AIFs with screening by VCIC followed by sanction by a sub-committee of the Board of the IA.
- Guidelines on parameters such as cap on corpus, contribution, term of AIF, Private Placement Memorandum Requirements etc. w.r.t different categories of AIF have been provided in the guidelines.
- The supported AIFs shall mentor and nurture the investee starups before exit/sale.
- Empowered Committee (EC) chaired by Secretary, DPIIT will monitor the implementation of the Scheme and shall have the powers to amend the Scheme notification and operational guidelines.
(Open DPIIT Notification dt April 13, 2026)
(Open DPIIT Guidelines dt April 25, 2026)
MCA Updates
Pursuant to representations and feedback received from stakeholders including industry associations, professionals, regulatory authorities etc. the MCA has undertaken a comprehensive review of the Companies (Incorporation) Rules, 2014. As per Public Notice dated April 08, 2026, several amendments are being proposed, aimed to further advance the objective of Ease of Doing Business. The Draft notification with the amended rules has been published for suggestions/comments till May 09, 2026.
Consolidation of multiple e-forms, simplification of process for conversion of Private company into an OPC, greater clarity on trademark aspects for name reservation, expanded list of documents acceptable for registered office purpose, certain flexibility w.r.t service of documents in inter-state shifting of registered office, new certificate for entities converting to company etc are some of the key amendments proposed. Please click the link below for a brief summary of the proposed amendments.
(Open Highlights Draft Incorporation Rules)
(Open MCA Public Notice dt April 08, 2026)
The Companies Compliance Facilitation Scheme, 2026 was notified vide circular dated February 24, 2026, highlights of which can be referred from the our 321st issue. The scheme offers a one-time cost-saving opportunity to allow companies to file their pending documents related to Annual Return and Financial Statements or to file for dormancy/closure by payment of lesser fees. MCA on April 22, 2026 has released FAQs on the same.
The FAQs inter-alia clarifies that the scheme covers all pending annual filings including that of FY 2024-25. Further, there shall be no immunity for delay in holding AGMs but such companies may conduct their AGM for any previous FYs and file their returns availing the scheme.
Pursuant to the recent changes in KYC renewal rules, the MCA vide notification dt April 21, 2026 has revised the ROC filing fee w.r.t the same as follows:
Fee for Form No. DIR-3 KYC Web | Amount (In Rs) |
(i) The form is filed within the timeline provided in sub-rule (1) of rule 12A of the Companies | NIL |
(ii) The form is filed after the timeline referred to in serial number (i), or filed for reactivation of DIN | 5,000 |
(iii) Form DIR-3-KYC Web filed again at any time for any change as provided in sub rule (2) of rule 12A of | 500 (for every filing) |
RBI Updates
As per Para 3 of Master Direction on Overseas Investment, cases under Approval Route were processed by RBI. Vide notification dated April 01, 2026, RBI has notified that such cases shall be processed by Regional Offices concerned with immediate effect. Such applications shall be submitted to the concerned Regional Office through the PRAVAAH portal.
Further, all communication shall be routed through the designated AD banks. AD Banks shall forward any communication pertaining to such applications to the designated Regional Offices through PRAVAAH portal of the Reserve Bank as per the UIN (Unique Identification Number of the foreign entity) mapping given below:
Sr. No | UIN with prefix | Regional Office of RBI to which the reference is to be sent to |
1. | AH | Ahmedabad |
2. | BG | Bengaluru |
3. | BL or BY or PJ | Mumbai |
4. | BN or CA or GA or GH | Kolkata |
5. | CG or JM or JR or KA or ND or PT or WR | New Delhi |
6. | HY | Hyderabad |
7. | KO or MA | Chennai |
(Open RBI Master Directions on Overseas Investments)
(Open RBI Circular dt April 01, 2026)
RBI vide notification dated April 29, 2026 has amended the Reserve Bank of India (Non-Banking Financial Companies – Registration, Exemptions and Framework for Scale Based Regulation) Directions, 2025 which shall be effective from July 01, 2026. Highlights of the same are as follows:
- Key definitions added
i. ‘NBFC not availing public funds and not having any customer interface’ means an NBFC registered with the Reserve Bank as Type I NBFC or otherwise and
(i) Not accepting public funds and not intending to accept public funds in the future; and
(ii) Not having customer interface and not intending to have customer interface in the future.
Explanation: ‘Public funds’ and ‘customer interface’ shall mean ‘public funds’ and ‘customer interface’ as defined in these Directions.”
ii. Type I NBFC means NBFC not availing public funds and not having any customer interface’ as defined in these Directions and holding Certificate of Registration as ‘Type I NBFC’ issued by the Reserve Bank.
iii. Unregistered Type I NBFC means NBFC not availing public funds and not having any customer interface’ as defined in these Directions and exempted from the provisions of sections 45IA and 45IC of the RBI Act, 1934 as detailed in paragraph 65A of these Directions.”
- Exemption from Registration
Para 38A has been inserted under Chapter III – Registration to specify that ‘NBFCs not availing public funds and not having any customer interface’ and having asset size of less than ₹1,000 crore as per the latest audited balance sheet shall be exempted from obtaining NBFC registration under 45IA and 45IC of the RBI Act, 1934. However, such NBFCs would continue to be subject to other provisions of Chapter IIIB of the RBI Act, 1934 and any instructions issued by RBI.
Existing ‘NBFCs not availing public funds and not having any customer interface’, including those holding Certificate of Registration as ‘Type I NBFC’, and fulfilling the criteria for exemption, may apply to RBI for deregistration, within a period of six months i.e. by December 31, 2026. NBFCs currently not fulfilling the exemption criteria but fulfilling the same in future are also eligible to apply for deregistration at that point in time. - Conditions for availing exemption
Apart from not availing public funds, not having any customer interface’ and having asset size of less than ₹1,000 crore as per the latest audited balance sheet, the following shall be ensured by the NBFC concerned:
– It passes an annual Board Resolution at the beginning of the financial year that the company will not avail public funds and will also not have customer interface during the year
– It discloses in its Notes to Accounts to the financial statements that it is an ‘Unregistered Type I NBFC’ along with the status of public funds and customer interface - Other Clarifications
– The application for deregistration by existing NBFCs or registration by new NBFCs as ‘Type I NBFC’ shall be made through the PRAVAAH portal with specified documents
– In case any of the NBFCs intends to access public funds and/ or have customer interface, it shall invariably seek registration as ‘Type II NBFC’
– An ‘Unregistered Type I NBFC’ that intends to undertake overseas investment in financial services sector, shall be required to be registered with RBI and be regulated as ‘Type I NBFC’ and comply with relevant provisions of the Reserve Bank of India (Non-Banking Financial Companies – Undertaking of Financial Services) Directions, 2025 including prior approval of the Reserve Bank for the purpose
– An ‘Unregistered Type I NBFC’ shall not undertake overseas investment in non-financial sector
– Updates FAQs on ‘All you wanted to know about NBFCs’ have been released
(Open RBI Notification dt April 29, 2026)
(Open RBI FAQs on NBFCs)
DPIIT had issued Press Note 2 dated March 15, 2026, which provided certain relaxations and streamlined the process for investment from countries sharing land border with India. The summary of the same may be referred to from our 322nd Issue. In furtherance to the same, the Department of Economic Affairs vide notification dated May 01, 2026 has notified the amendments to Foreign Exchange Management (Non-debt Instruments) Rules, 2019. The amendments, effective from May 02, 2026 give statutory effect to the revised FDI framework applicable to investments from countries sharing a land border with India, including the clarified tests for beneficial ownership, control and ultimate effective control. Consequently, the revised approval, compliance and reporting requirements are now legally enforceable under FEMA.
The Department of Economic Affairs vide notification dated May 02, 2026 has amended the Schedule I of the Foreign Exchange Management (Non-debt Instruments) Rules, 2019 to permit up to 100% FDI in Insurance Company and Insurance Intermediaries under Automatic Route. However, the FDI in LIC is still capped at 20% under Automatic Route subject to certain conditions.
Some of the key conditions notified under the amendments are as follows:
- The FDI up to 100% shall be allowed under Automatic Route subject to approval and verification by the IRDAI
- The FDI shall also be subject to compliance of the Insurance Act, 1938
- An Indian Insurance Company having foreign investment shall ensure at least one among the Chairperson of its Board, its Managing Director and its Chief Executive Officer shall be a Resident citizen
- Indian Insurance companies having FDI shall ensure compliance with Indian Insurance Companies (Foreign investment) Rules, 2015
- Where an insurance intermediary that has majority foreign shareholding, it shall be formed as a Limited company under the Companies Act, 2013, bring latest technological, managerial and other skills. Further, at least one from among the Chairman of the Board of Directors or the CEO or Principal Officer or MD shall be a resident Indian citizen and the intermediary shall make disclosures in the formats specified by IRDAI of all payments made to its group or promoter or subsidiary or interconnected or associate entities
SEBI Updates
SEBI, vide circular dated April 07, 2026, has granted a one-time relaxation with respect to the validity of SEBI observations issued on draft offer documents whose validity expired on or after April 01, 2025 and where the issue could not be opened. The relaxation is intended to address delays in fund-raising arising from market conditions and other factors and allows eligible issuers to proceed without filing a fresh draft offer document, subject to compliance with conditions specified by SEBI. The measure is expressly stated to be a one-time relaxation and aims to facilitate capital-raising while safeguarding investor interests.
SEBI vide its circular dated April 07, 2026, has extended a one-time relaxation for entities failing to meet the Minimum Public Shareholding (MPS) requirements under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. This relief applies specifically to listed entities whose due date for compliance with MPS requirements falls during the period from April 01, 2026 to September 30, 2026. SEBI’s measure aims to provide regulatory flexibility to support these entities while maintaining investor protection and orderly market conduct.
SEBI vide Circular dated April 13, 2026 has mandated that individuals conducting social impact assessments in public or rights issues must obtain a valid NISM Series XXIII – Social Impact Assessors Certification from the National Institute of Securities Markets (NISM). To renew their certification, assessors must either retake the examination or complete the NISM Series XXIII eCPE Program. This initiative aims to enhance the quality and reliability of social impact assessments, safeguard investor interests, and streamline regulatory oversight. The mandate is effective immediately.
To enhance fundraising flexibility and encourage greater participation by Not-for-Profit Organizations (NPOs) on the Social Stock Exchange (SSE) while ensuring due diligence and investor protection, SEBI has revisited certain regulatory requirements applicable to the SSE framework. SEBI vide Circular dated April 15, 2026 has notified the updated SSE Framework, highlights of which are as follows:
- Registration Validity Extended: NPOs can remain registered on SSE for 3 years without undertaking any fundraising.
- Lowered Minimum Subscription for ZCZP Instruments: The threshold is reduced from 75% to 50%, provided the SSE conducts due diligence to confirm that even partial funding supports the stated objectives.
- Disclosure & Refund Obligations: Issuers must explain how they will raise remaining funds if only 50% is subscribed and disclose the potential impact on project outcomes. If neither 50% nor 75% is achieved, collected funds must be refunded.
NSE vide General Circular dated April 24, 2026 has notified updates to the single filing system through API‑based integration between stock exchanges. The enhancement facilitates automatic sharing of disclosures, improves operational efficiency for listed entities, and supports SEBI’s ease‑of‑doing‑business initiatives. Companies are expected to ensure their systems and processes are aligned with the revised filing framework. BSE also updated its filing system and issued a similar circular in this regard.
(Open NSE Circular dt April 24, 2026)
(Open BSE Circular dt April 24, 2026)
NSE, through its General Circular dated April 25, 2026, has mandated submission of an Initial Accessibility Audit Report for digital platforms such as websites and mobile applications by specified market participants, in line with statutory accessibility obligations under the Rights of Persons with Disabilities Act, 2016, which requires information and communication technology to be accessible to persons with disabilities. The audit is intended to evaluate compliance with prescribed accessibility standards and reinforces regulatory expectations around inclusive digital access, ease of participation, and responsible governance in securities market operations.
IFSCA Updates
The IFSCA vide its circular dated April 01, 2026, has amended its earlier circular governing the appointment and change of Key Managerial Personnel (KMP) by Fund Management Entities (FMEs).
As part of this amendment, IFSCA has omitted Paragraph 4 of its circular dated February 20, 2025, which states “Comments of the Authority, if any, shall be communicated within seven (7) working days from the date of filing of the intimation with the Authority, which shall suitably be taken into consideration by the FME in effecting its proposal for appointment or change of the KMP.”
With the omission of Paragraph 4, the requirement to consider IFSCA’s comments prior to effecting such changes stands removed. However, all other provisions of the circular, including those relating to eligibility criteria, filing requirements and timelines for filling vacancies, continue to remain in force.
The IFSCA has issued a circular on April 22, 2026, providing a comprehensive framework for rights issues under the Listing Regulations, 2024, to standardise and streamline the conduct of rights issues by entities listed exclusively on IFSC stock exchanges, aligning them with global best practices and bolstering investor protection. Key highlights of the framework are as follows:
Applicability: The framework applies to entities listed solely on recognised IFSC stock exchanges. Secondary listings are excluded, ensuring that the regulation applies only to primary IFSC listed issuers.
Eligibility: Under the new framework, issuers must meet all criteria at the time of filing both the draft and final letters of offer. Importantly, issuers whose equity shares are suspended from trading as a disciplinary measure are not eligible to undertake a rights issue.
Record Date: The framework mandates that the issuers shall announce a record date to determine eligible shareholders, with prior notice to recognized stock exchange. If an issuer withdraws the rights issue after announcing the record date, it is not eligible to make an application for listing any of its securities for 6 months from the record date announced, except for shares arising from conversions, ESOPs or warrants issued before the record date.
Disclosures & Pricing: Offer documents must include all material disclosures, including pricing details, entitlement ratio, renunciation rights, underwriting (if any), and procedures for crediting entitlements. Pricing must be decided before the record date and shall be disclosed in the letter of offer.
Procedure for Issuance: Issuance procedures include reservations for holders of compulsorily convertible debt instruments, ensuring they receive equity shares on conversion at the same terms as the rights issue. Issuers must make letters of offer and application forms available to shareholders and to recognized stock exchange before opening and dispatch them electronically at least 3 days before the date of opening of issue. Rights entitlements must be credited to shareholders’ demat accounts before opening and allotment must be in dematerialized form only.
Renunciation: Shareholders may renounce their rights either on market or off market through dematerialised transfer mechanisms.
Allotment procedures: Allotment procedures prioritize full allotment to shareholders and renounce(s) applying for entitlements, followed by equitable distribution of additional securities in case of undersubscription. Specific investors disclosed in advance may also be allotted in case of residual undersubscription. Allotment, refunds and payments must be completed within 8 working days of closure.
Post Issue Reporting: Issuers must submit a post issue report within 15 working days, detailing subscription, allotment, refunds, renunciation, and listing application.
Timeline Guidance: Annexure A of the Circular provides a step wise indicative timeline from board approval to listing/refund completion.
Regulation 57 of the Listing Regulations enables a listed entity to make preferential issues or qualified institutions placement (QIP) subject to compliance of conditions specified by IFSCA. Vide circular dated April 22, 2026 the IFSCA has specified the framework in respect of the same. Key highlights of the same are as follows:
Applicability: The framework applies specifically to entities whose securities are listed exclusively on IFSC stock exchanges and excludes companies that have a secondary listing in IFSC.
Eligibility & Conditions: Securities cannot be allotted to any person who has sold/transferred issuer’s equity in the last 30 trading days. Issuer must have no outstanding dues to IFSCA, exchanges, or depositories, unless under appeal.
Convertible Securities: The tenure is capped at 18 months in the case of a preferential issue and 60 months for a QIP. Conversion of any convertible must be completed within 15 days of exercise.
Pricing & Payment Norms: Payment terms require full consideration upfront for securities, except in the case of warrants. For warrants, at least 25% of the consideration must be paid at allotment, with the remaining 75% payable upon exercise. If the warrant holder fails to exercise, the initial payment is forfeited.
Disclosures: Preferential issues carry additional disclosure requirements. Issuers must disclose the purpose of the issue, intended fund deployment, promoter or management intent to subscribe, pre- and post-issue shareholding patterns, beneficial ownership of allottees, and pricing details supported by a valuation report. A compliance certificate from a Practicing CS or equivalent is mandatory and promoter or controlling shareholder allotments are subject to a 6-month lock-in. Allotment must be completed within 30 days of shareholder approval or regulatory clearance.
QIP Specific Requirements: For QIPs, issuers must appoint IFSCA registered investment bankers as lead managers. Placement documents, both preliminary and final, must contain full disclosures and be circulated only to select investors. These documents must also be hosted on the issuer’s and exchange’s websites with appropriate disclaimers. The allotment process must be completed within one year of shareholder approval.
IBBI Update
Vide notification dated April 06, 2026 the Insolvency and Bankruptcy Code (Amendment) Act, 2026 has been notified. The amendments, yet to be effective significantly strengthen creditor control and timelines by mandating faster admission and resolution, tightening withdrawal rules, empowering creditors to act directly in avoidance and liquidation matters etc. The provisions shall be effective based on commencement dates which shall be notified separately. Please click on the link below for highlights of key amendments.
ESG Updates
The Government of India has announced GST rationalization measures aimed at accelerating the country’s green transition by making environmentally friendly solutions more affordable and accessible. The reforms reduce tax rates on key areas such as waste management services, biodegradable products, and green mobility, aligning with national goals like “Viksit Bharat 2047,” the LiFE (Lifestyle for Environment) initiative, and India’s Net Zero 2070 commitment. These changes are intended to encourage eco-friendly manufacturing, improve sustainability infrastructure, and support India’s climate commitments under the Paris Agreement.
A major focus of the reforms is reducing costs for industries and consumers while promoting sustainable practices. GST on Common Effluent Treatment Plant (CETP) services have been cut from 12% to 5%, easing the burden on MSMEs and supporting wastewater recycling and circular economy practices. Similarly, GST on biodegradable bags has been reduced from 18% to 5% to curb plastic pollution and boost adoption of eco-friendly alternatives. In the transport sector, GST on buses and commercial vehicles has been lowered from 28% to 18%, encouraging the shift to cleaner, BS-VI compliant vehicles, improving public transport, and reducing emissions in the logistics sector.
The International Organization for Standardization has introduced an updated version of its flagship environmental management standard, ISO 14001:2026, aimed at strengthening how organizations measure and improve their environmental performance. The new standard responds to increasing global pressure on companies to move beyond sustainability pledges and demonstrate tangible, measurable results. It provides a structured framework for organizations to manage environmental impacts, comply with regulations, and integrate sustainability into core business strategy, with stronger alignment to key priorities such as climate change, biodiversity, and resource efficiency.
Backed by research linking ISO 14001 adoption to reduced emissions, the new standard reinforces the role of globally accepted frameworks in driving transparency, resilience, and credible sustainability performance across industries.
India has taken a significant step in advancing its climate agenda with the launch of a national carbon market portal, designed to operationalise the Indian Carbon Market and scale climate finance. The portal serves as a centralized digital platform facilitating key functions such as registration, monitoring, reporting, and verification of emissions, along with enabling the trading of carbon credits. Introduced under the Carbon Credit Trading Scheme (CCTS), this initiative is expected to drive accountability by putting a price on carbon emissions and encouraging industries to adopt cleaner and more efficient practices.
Beyond regulatory compliance, the platform is poised to unlock substantial climate finance by creating a transparent and structured marketplace for carbon credits. It is expected to attract investments into sustainable sectors including renewable energy, green hydrogen, and forestry, while also aligning India more closely with global carbon markets. The development marks a strategic convergence of environmental priorities and economic growth, reinforcing India’s commitment to achieving its long-term emission reduction and net-zero targets.
GST Update
It has come to the notice of GSTN that certain taxpayers are facing difficulties in filing appeals on the GST portal against demand orders wherein the demand amount is reflected as “NIL,” despite the existence of a dispute regarding tax liability. This happens when taxpayers make voluntary payment (tax/interest/penalty) at the Show Cause Notice (SCN) stage without admitting liability and the adjudicating authority issues a NIL demand order instead of properly determining the liability.
Legal Position: Payment during SCN stage does not amount to admission of liability. Taxpayers still have the right to appeal under Section 107 of CGST Act.
Solution Suggested by GSTN: Taxpayers should request the adjudicating authority to issue a rectification order (via GST portal) to correctly reflect the demand. Once the rectified order with proper demand is issued, the taxpayer can file the appeal within the prescribed time limit.
Statutory Compliance Calendar
Quote of the day
He who is continually giving will never be empty - Babuji
Disclaimer: The contents of this Newsletter are only a summary and has not dealt with any issue in detail. Any action taken or proposed to be taken must be in consultation with professionals and not merely based on the articles / news updates. S. C. Sharada & Associates disclaims all liability on action taken without professional advice.