the Companies (Management andAdministration) Amendment Rules, 2021

MINISTRY OF CORPORATE AFFAIRS
NOTIFICATION
New Delhi, the 5th March, 2021

G.S.R. 159(E).—In exercise of the powers conferred by sub-sections (1) and (2) of section 469 of
the Companies Act, 2013 (18 of 2013), the Central Government hereby makes the following rules further to
amend the Companies (Management and Administration) Rules, 2014, namely:-
1. Short title and commencement.- (1) These rules may be called the Companies (Management and
Administration) Amendment Rules, 2021.
(2) They shall come into force on the date of their publication in the Official Gazette.
2. In the Companies (Management and Administration) Rules, 2014,(herein after referred as the said rules),
in rule 11, for sub-rule (1), the following sub-rule shall be substituted, namely:-
“(1) Every company shall file its annual return in Form No.MGT-7 except One Person Company (OPC)
and Small Company. One Person Company and Small Company shall file annual return from the
financial year 2020-2021 onwards in Form No.MGT-7A”;
(a). in the said rules, for rule 12, the following rule shall be substituted, namely,-
“12.Filing of Annual Return with Registrar.- A copy of the annual return shall be filed with the Registrar
with such fees as may be specified for this purpose.”.
(b) in the said rules, in rule 20, after proviso in sub-rule (2), the following explanations shall be
numbered namely,_
“Explanation-I.- For the purpose of this sub-rule, “Nidhi” means a company which has been
incorporated as a Nidhi with the object of cultivating the habit of thrift and savings amongst its
members, receiving deposits from and lending to, its members only, for their mutual benefit, and
which complies with such rules as are made by the Central Government for regulation of such
class of companies.
Explanation-II.- For the purposes of this rule, the expression-
(i) „agency‟ means the National Securities Depository Limited, the Central Depository
Services (India) Limited or any other entity approved by the Ministry of Corporate Affairs
subject to condition that the National Securities Depository Limited, the Central
Depository Services (India) Limited or such other entity has obtained a certificate from the
Standardisation Testing and Quality Certification Directorate, Department of Information
Technology, Ministry of Communications and Information Technology, Government of
India including with regard to compliance with parameters under Explanation (vi);
(ii) „cut-off date‟ means a date not earlier than seven days before the date of general meeting
for determining the eligibility to vote by electronic means or in the general meeting;
(iii) „cyber security‟ means protecting information, equipment, devices, computer, computer
resource, communication device and information stored therein from unauthorised access,
use, disclosures, disruption, modification or destruction;
(iv) „electronic voting system‟ means a secured system based process of display of electronic
ballots, recording of votes of the members and the number of votes polled in favour or
against, in such a manner that the entire voting exercised by way of electronic means gets
registered and counted in an electronic registry in a centralised server with adequate cyber
security;
(v) „remote e-voting‟ means the facility of casting votes by a member using an electronic
voting system from a place other than venue of general meeting‟
(vi) „secured system‟ means computer hardware, software, and procedure that-
(a) are reasonably secure from unauthorised access and misuse;
(b) provide a reasonable level of reliability and correct operation