Section 8 Company Registration

As per the Provisions of Companies Act, 2013 Section 8 Companies are defined as “Where it is proved to the satisfaction of the Central Government that a person or an association of persons proposed to be registered under this Act as a limited company—

  • Has in its objects the promotion of commerce, art, science, sports, education, research, social welfare, religion, charity, protection of environment or any such other object;
  • Intends to apply its profits, if any, or other income in promoting its objects; and
  • Intends to prohibit the payment of any dividend to its members, the Central Government may, by license issued in such manner as may be prescribed, and on such conditions as it deems fit, allow that person or association of persons to be registered as a limited company under this section without the addition to its name of the word “Limited”, or as the case may be, the words “Private Limited”, and thereupon the Registrar shall, on application, in the prescribed form, register such person or association of persons as a company under this section.

Benefits of Incorporating Section 8 Company

Taxation Exemptions
Section 8 Company is a NPO therefore they are exempted from some provisions of the Income Tax act, 1961. They are also given numerous other deductions and other tax benefits. They can avail benefits under section 80G of the Income Tax Act, 1961.

Share Capital Requirements
Unlike the other Corporate Structures, the companies registered under section 8 don’t require much share capital. They can be directly funded from subscriptions or donations made.

Title
Unlike the other companies, who have to use the title as ‘limited company’, section 8 of the IT Act exempts them for the use of any suffix or title, they can still exercise their functions without informing the public of their limited liability status.

Easy Transferability
Unlike the limited liability companies who are not allowed to transfer the title or ownership, but as per section 8 of the Income Tax Act, 1961 allows the transfer of title or ownership of both movable and immovable interest with no hurdles or restrictions of any sort.

Credibility
Section 8 Company has more credibility as compared to Trust and Society.

Stamp Duty Exemption
While incorporating a Section 8 Company Stamp Duty exemption is also given thereby reducing the cost of Incorporation.

Limitations of Section 8 Company

Surplus Use
The profits of the companies could only be used in limited fields as stated in objects such as art, commerce, science, sports, environmental protection and fields of such sort and not on anything else.

Surplus Distribution
There could be no distribution of the profits among shareholders or partners.

Remuneration Officer
In section 8 company any member can be appointed as a remunerating officer.

Members Benefits
The members of the company will get zero benefits or any advantages out of the company. They could only be reimbursed for their pocket expenses that might have occurred in the course.

Restriction on Alteration in MOA and AOA
Approval of Central Government is required for alteration or amending the Memorandum of Association or The Articles of Association (MOA or AOA).

Rules and Regulations
The CG has imposed various conditions which have to be complied with and such regulations and the impositions have to be necessarily included in their Memorandum of Association and Articles of Association or as directed by the central government.

Forms that are required to be submitted on the MCA portal

Form Required For Requirements for filing
DIR-3 Application of DIN Proof of identity and residence of applicant
E-Form INC 1 Getting the name availability (6 names can be proposed) No
E-Form INC 12 Application of License for incorporation under Section 8
  • MOA and AOA in Form INC 13
  • Declaration in Form INC 14 by an Advocate, CA / CS / CWA in practice
  • Declaration by every person making application in INC 15
  • Estimate of future annual income and expenditure of the company for next 3 years, specifying the sources of the income and objects of expenditures.
  • Grounds of application
  • List of proposed directors.
  • List of proposed promoters
  • Affidavit for non-acceptance of deposits
E-Form INC 7 Filing of Incorporation documents
  • Memorandum of Association
  • Articles of Association
  • Form INC 8 – Declaration of Professional CA/CS/CMA;
  • Form INC-9 – Affidavit from Subscriber and First Directors;
  • Form No. INC-10 -Specimen Signature and Photographs of every Subscriber;
  • Proof of residential address which should not be older than two months;
  • Proof of identity;
  • PAN card and
  • Undertaking of non-acceptance of deposits
E-Form DIR 12 Particulars of appointment of directors and the key managerial personnel and the changes among them
  • DIR -2 – Consent to act as a director
  • Attachments of DIR-2
  • Proof of identity and residence
E-Form INC 22 Notice and Verification of situation of Registered Office
  • Proof of registered office address (Conveyance/ Lease deed/ Rent Agreement etc. along with the rent receipts;
  • Copies of the utility bills (proof of evidence of any utility service like telephone, gas ,electricity etc. depicting the address of the premises not older than two months;
  • Proof that the company is permitted to use the address as the registered office of the Company (i.e. NOC from the owner)

Important Requirements

  • Minimum Two Directors
  • A Plan For Social Objectives Must Be Clear
  • Defined And Planned Amount Of Capital To Be Contributed
  • Director Signatures Of Subscribers And Directors
  • One Director Must Be Indian Resident

Documents Required

Self Attested Copies Of PAN Card Of All The Directors And Subscribers

Self Attested Copies Of Adhaar Card Of All The Directors And Subscribers

Duration Of Stay Of Directors At The Address Given Address (Months And Years)

Self Attested Passport/ Voter Identify Card / Driving License (Identity Proof For DIN)

Self Attested Bank Statement/ Electricity Bill/ Telephone Bill/ Mobile Bill (Address Proof For DIN)

Passport size photographs of the director

Mobile No. and E-Mail id of all the director

2-3 Proposed Names And Objects To Be Conducted By The Company

Copy Of Utility Bill Eg- Landline Bill Or Electricity Bill Where The Registered Office Of The Company Is To Be Situated (Shall Not Ne Older Than 2 Months)

In Case Of Rented Premises- Rent Agreement + Electricity Bill + NOC

Other Information Required

Educational Qualification And Occupation Of Director And Subscribers

Proposed Capital Contribution Along With Division Of Capital Among Subscribers

Place Of Birth Of Director/ Subscribers

Process of Incorporation

Step 1.

For All The Proposed Directors Of The Company Dcss And Dins Are To Be Made.

Step 2.

Approval Of The Name And Reservation Of The Company Through Form INC-1

Step 3.

Drafting MOA And AOA Of The Company

Step 4.

For Issuing The License INC-12 Form Needs To Be Filled Under Section 8.

Step 5.

Submission Of Forms And Documents Like Power Of Attorney, Affidavits To Registrar

Step 6.

Through Form INC-7, Application For Registration Of The Company Needs To Be Filled

Step 7.

Receiving Incorporation Certificate Along With CIN (Company Identification Number)

Pricing

Normal

Starting at Rs. 29,499 /- Onwards
  • 3 Class 2 DSC
  • 2 Director Identification No.
  • Name Approval
  • RD Approval
  • PAN & TAN Fees
  • Certificate of Incorporation

Standard

Starting at Rs. 48,499 /- Onwards
  • 3 Class 2 DSC
  • 2 Director Identification No.
  • Name Approval
  • RD Approval
  • PAN & TAN Fees
  • Certificate of Incorporation
  • Annual Accounting and Bookkeeping
  • Annual ITR Filing
  • Annual ROC Filing

Executive

Starting at Rs. 54,499 /- Onwards
  • 3 Class 2 DSC
  • 2 Director Identification No.
  • Name Approval
  • RD Approval
  • PAN & TAN Fees
  • Certificate of Incorporation
  • Annual Accounting and Bookkeeping
  • Annual ITR Filing
  • Annual ROC Filing
  • GST Registration
  • GST 3B and GSTR -1 Filing

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Frequently Asked Questions

Can any Government Employees or Officer be a member of Section 8 Company?

Yes. Government employees or officers can be part of NGOs provided the NGO is not anti-government. There are a few rules too that these people have to follow, one of them is to make sure that the NGO is not profit making and the member must not draw any salary from the NGO.

How is the Property of Section 8 Managed?

The property of the company vests in the name of the Company and the same can be sold as per the rules mentioned under the Companies Act, (Eg: With the consent of the Board of Directors in the form of a resolution).

Do I need to be Physically present to incorporate a Section 8 Company?

No, you will not have to be present at our office or appear at any office for the registration of a Section 8 Company. All the documents can be scanned and sent through email to our office. Some documents will also have to be couriered to our office.

How long will take to incorporate a Section 8 Company?

Section 8 Company can be incorporated in 20-30 days. The time taken for registration will depend on submission of relevant documents by the client and speed of Government Approvals. To ensure speedy registration, please choose a unique name for your Company and ensure you have all the required documents prior to starting the registration process.

Can NRI/ Foreign Nationals be a Director in a Section 8 Company?

Yes, a NRI or Foreign National can be a Director in a Section 8 Company after obtaining Director Identification Number. However, atleast one Director on the Board of Directors must be a Resident India.