Form AOC-2 — Related Party Contracts Format (2026)
The AOC-2 annexure to the Board’s Report, disclosing contracts and arrangements with related parties under Section 188(1) and Rule 8(2). Updated to the revised e-form effective 14 July 2025, with the unique-ID and MGT-14 SRN fields. Download the editable Word file or the fillable PDF.
What is Form AOC-2?
Form AOC-2 is an annexure to the Board’s Report, prepared under Section 134(3)(h) read with Rule 8(2) of the Companies (Accounts) Rules, 2014. It discloses the contracts or arrangements the company has entered into with related parties referred to in Section 188(1), including certain arm’s length transactions under the fourth proviso to that section.
The two parts
| Part | Covers | Extra fields |
|---|---|---|
| Part 1 | Contracts not at arm’s length | Justification, date of members’ resolution (first proviso to s.188) and SRN of Form MGT-14 |
| Part 2 | Material contracts at arm’s length | Board approval date and advances only |
What changed in the 2025 form
The revised AOC-2 e-form, effective 14 July 2025, adds a unique-identification field for each related party (CIN / LLPIN / PAN / Passport), a “SRN of MGT-14” field in Part 1, and a heading that expressly refers to arm’s length transactions under the fourth proviso to Section 188(1).
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Form AOC-2 – FAQs
What is Form AOC-2 used for?
It discloses the company’s contracts and arrangements with related parties under Section 188(1) and is annexed to the Board’s Report under Rule 8(2).
Does a related-party transaction need a special resolution?
No. Since 2015, member approval under Section 188 is by ordinary resolution, and only where the Rule 15 thresholds are crossed. Every such transaction still needs Board approval.
What is new in the 2025 AOC-2 form?
The revised e-form (14 July 2025) adds a unique-ID field for each related party and an SRN of MGT-14 field, and references the fourth proviso to Section 188(1).
When is member approval not required?
When the transaction is both in the ordinary course of business and at arm’s length, no member approval under Section 188 is required.
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Format current as of July 2026. General information only, not legal advice.