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Joint Committee Clears Corporate Laws (Amendment) Bill with Key Recommendations on CSR, NFRA and LLP Reforms

Joint Committee Clears Corporate Laws (Amendment) Bill with Key Recommendations on CSR, NFRA and LLP Reforms

Corporate Laws Amendment Bill

The Joint Committee of Parliament examining the Corporate Laws (Amendment) Bill, 2026 has submitted its report, recommending a series of changes aimed at simplifying corporate regulation, improving ease of doing business, strengthening corporate governance and modernising India’s company law framework. The report was presented in the Lok Sabha and laid in the Rajya Sabha on August 3, 2026.

The Committee noted that the Bill seeks to amend both the Companies Act, 2013 and the Limited Liability Partnership Act, 2008 by further decriminalising procedural defaults, easing compliance requirements, strengthening the National Financial Reporting Authority (NFRA), rationalising Corporate Social Responsibility (CSR) provisions, enabling specified trusts to convert into LLPs, and introducing a digital-first corporate governance framework.

During its examination, the Committee held 25 sittings, consulted the Ministries, regulators including the RBI, IBBI and IFSCA, industry bodies, banks, professional institutes and other stakeholders, received 130 memoranda containing over 900 suggestions, and undertook a study visit to Mumbai before finalising its recommendations. As part of its stakeholder consultations, the Committee also heard representatives of leading law firms, including Shardul Amarchand Mangaldas & Co., Luthra & Luthra Reina Legal, and AZB & Partners, besides industry chambers such as CII, FICCI and PHDCCI.

Among the key recommendations, the Committee endorsed the Bill’s broader decriminalisation exercise by replacing criminal sanctions for several procedural defaults with civil penalties, observing that the move would promote voluntary compliance while reducing litigation. It also recommended a comprehensive review of the Companies Act and LLP Act to replace references to repealed or renamed statutes, including the Code of Criminal Procedure, with current legislative nomenclature.

The Committee supported the proposed framework permitting specified trusts to convert into LLPs, while recommending refinements to ensure continuity of legal proceedings and enforcement of judgments by expressly recognising managers alongside trustees in the conversion framework.

It also accepted proposals facilitating International Financial Services Centre (IFSC)-based LLPs and recommended that the Ministry of Corporate Affairs and the International Financial Services Centres Authority frame subordinate legislation in a timely and consultative manner to operationalise the new regulatory framework.

On corporate governance, the Committee endorsed amendments requiring enhanced disclosures in Board Reports and supported measures strengthening auditor independence, while leaving operational aspects to be prescribed through subordinate legislation.

The Committee further backed transferring routine company restoration appeals from the National Company Law Tribunal (NCLT) to Regional Directors to reduce the Tribunal’s workload, while retaining more complex restoration matters before the NCLT.

During adoption of the report, the Committee highlighted major recommendations relating to higher CSR thresholds, reforms to NFRA, conversion of Alternative Investment Fund trusts into LLPs, NCLT reforms, mandatory audit safeguards, re-domiciliation of foreign companies, and further decriminalisation of corporate offences, describing them as significant measures to strengthen India’s corporate regulatory framework.