Section 8 Company Registration in India

The incorporation of non-profit companies is governed by the Ministry of Corporate Affairs (MCA) through the applicable provisions of Section 8 of the Companies Act, 2013. If you are interested in carrying out activities that promote education, healthcare, social welfare, environmental protection, charities, research, sports, and the like, the registration under Section 8 of Company Act, provides you with an appropriate legal framework and safeguards necessary for your business’s continuation.”

The Ministry of Corporate Affairs (MCA) regulates the company registration under section 8 process through the Registrar of Companies (ROC), and it is necessary to submit the right documentation and comply with the laid down guidelines to facilitate and qualify for registration.

One of the first questions that may come into your mind is What is section 8 company registration? The answer to this can be described as, Section 8 Company Registration refers to the process of registration of a charitable company under the Companies Act, 2013. Unlike other firms, the profit earned by a Section 8 Company will not be distributed to shareholders but will be used exclusively for the completion of the objectives.

The Section 8 registration of a company will grant your organization legal recognition to conduct charitable or non-profit operations effectively. Registered entities have greater credibility in front of donors and government bodies, fundraising organizations, and businesses.

When the organization plans to expand its charitable activities, it can be compared to the Trust registration before making the final decision about choosing a legal entity.

The main advantages are:

Separate Legal Entity

With the section 8 company incorporation, the organization will acquire a distinct legal identity, separate from its members and directors.

Limited Liability

The members will enjoy limited liability which protects their personal properties from the liabilities of the organization.

Greater Credibility

The registration will significantly increase trust from donors, CSR sponsors, government agencies, and fundraising organizations.

Perpetual Succession

The organization will continue existing no matter the changes in members and the directors.

Taxation and Financing Options

Entities that qualify can apply for various taxes and governmental approval according to the legal framework in place.

There are specific requirements you would have to meet before you can get company registration section 8:

• At least 2 Directors for a private company/3 Directors for a public company

• At least 2 members

• At least one of the directors has to be a resident of India.

• Have a registered office

• Digital Signature Certificate (DSC)

• Director Identification Number (DIN)

• Have charitable or non-profit purpose

• Abide by Companies Act, 2013

The Ministry of Corporate Affairs (MCA) is authorized for section 8 company MCA incorporation by the Registrar of Companies (ROC). Application is submitted online with all the required forms, documents, and declaration along.

If you want to expand your business in the future, you can also explore the registration under Private Limited Company.

You will need to do meticulous planning for documents required for section 8 company registration may include the following:

• PAN card of the proposed directors

• Aadhaar card, passport, voter ID, or driving license

• Passport-sized photographs

• Proof of registered office

• Utility bill

• Ownership document/rent agreement

• No Objection Certificate (NOC) wherever relevant

• Digital Signature Certificate (DSC)

• Director Identification Number (DIN)

• Memorandum of Association (MoA)

• Articles of Association (AoA)

• Documents required by MCA.

The documents required for incorporation of section 8 company may change according to proposed activities and the organization’s constitution.

The procedure for registration of section 8 company is online, done under the MCA portal. There are several steps, it involves obtaining digital credentials, name approvals, preparing documents and other specific compliance issues.

Step 1: Choose and Reserve the Company Name

Pick up a unique name that complies to Companies Act, 2013 & the naming guidelines prescribed by MCA. Make sure that your chosen name reflects the charitable nature of your Organisation before you register section 8 company.

Step 2: Obtain DSC and DIN

Every proposed director shall get a valid Digital Signature Certificate (DSC). The DIN would be allotted/applied during the incorporation process where required.

Step 3: Prepare Incorporation Documents

List all the necessary documents for incorporation of a Section 8 Company such as Identity Proof, Address Proof, Registered Office Documents, MoA, AoA, Declarations and other prescribed Attachments.

Step 4: Apply for Section 8 Licence

You need to submit the prescribed application for obtaining license for section 8 company along with all supporting documents & declaration as specified by the ministry of corporate affairs.

Step 5: File Incorporation Forms

After getting the Licence you need to file your Incorporation Forms on MCA Portal for Online Registration of Section 8 Company.

Step 6: Pay Applicable Fees

Pay the applicable government filling fees/stamp duty as per ministry of corporate affairs & respective state government

Step 7: Respond to MCA Clarifications

If the Registrar of Companies requires further clarification or any other document(s), ensure that you provide them on time to prevent delay.

Step 8: Receive Certificate of Incorporation

Finally, upon success, the Registrar will issue your certificate of incorporation alongside your section 8 licence, which marks the culmination of the entire incorporation journey.

The procedure of incorporation of section 8 company is dependent on the accuracy of documents, licence approvals and MCA processing time. There can be time taken for additional clarification if officials ask for it.

The typical length of time are:

The section 8 company registration fees depend on the government changes and the professional fees, if you have opted for it.

Note: The table above provides basic fees when you opt for assistance for incorporation. Government filing fees and stamp duty may be applicable according to authorised capital and state laws. To get information of the latest fee structure you have to contact the Companyregister.co.in consultants.

After completing the section 8 registration online, it is obligatory for you to comply with all the requirements, as outlined under Companies Act, 2013 and other relevant laws. Provided there is non-compliance with the requirements regarding filing of statutory returns and maintenance of regulatory requirements, considerable penalties may be imposed along with monetary fines, or actions could be taken by the Ministry of Corporate Affairs. In extreme situations, where the violation is serious in nature, the licence related to section 8 can be revoked.

Once the registration is complete, the company registrar will provide you with the section 8 company registration certificate along with the Certificate of Incorporation. This means your business has now been legally qualified for conducting itself as an entity under the stipulations set out in the Companies Act, 2013.

The section 8 company license is generally entitled to retain its validity as long as all the terms and conditions stated under Companies Act, 2013, and those in the license are complied with. There is no requirement for the periodical renewal of the license; however, compliance with statutory requirements is essential.

After finishing section 8 ngo registration, a lot of obligations come into play which has to do with a Section 8 corporation and these include:

• Creating every one of the Annual ROC maintenance filings

• Drafting all required Financial Statements

• Preparing Annual Returns

• Meeting Income Tax compliance

• Keeping statutory registers

• Conducting Board Meetings and General Meetings

• Meeting requirements for legislative Audit if required

• Filing regular documents when there are changes in directors and office addresses

In case your NGO intends to help qualified startups with their work in the social sphere, they can explore Start Up India Registration.

The section 8 company registration in India has allowed NGOs to make certain alterations. To be precise, there can be official changes in the name of the organization, its offices, number of directors, objectives, and authorized capital. Finally, it is important to know that legal approval may be necessary for most of these changes.

There is no requirement for periodic renewals after register section 8 company online. The only caveat here is that the company should keep abiding by all legislation maintained by the authority.

Renewal Process

While incorporation may not require a renewal process, you must continue to file several returns including annual returns, financial statements, and other legal documents within the stipulated period. If your organization has any extra registration or approvals, it is likely that the additional registrations require renewal as per various relevant laws.

Renewal Fees

There is no usual section 8 company registration cost as the Certificate of Incorporation and Section 8 license do not need renewal throughout the term. However, it is possible that you will end up paying professional charges for annual compliance filings, event-based filings, amendments, or delayed filings.

Surrender of License

In case your organization no longer wishes to continue with its operations after the register a section 8 company, you can apply for voluntary closure or strike offs as per provisions of the Companies Act, 2013. Before your application submission, you should settle all dues, complete pending statutory filings and meet the requirements set by the Ministry of Corporate Affairs.

Applications sent in for the section 8 company registration online may run into issues for the following reasons:

• Not providing complete documents of incorporation

• Wrong or inconsistent on information in application

• Company being registered does not meet the purposes defined under Section 8 of Companies Act

• Conflicts between the name of the company and an already existing company or trade mark

• Failure to include declarations or supporting documents

• No proof of office being registered

• Failure to respond with an explanation about clarifications received from the Registrar of Companies office.

Our firm has experts providing assistance with registration of Section 8 NGOs in states of Delhi, Maharashtra, Gujarat, Karnataka, Tamil Nadu, Uttar Pradesh, Haryana, Rajasthan, Punjab, Bihar, Jharkhand, Odisha, West Bengal and other states. We have professionals preparing documents for you, performing necessary filing with the Ministry of Corporate Affairs (MCA) and helping you register as per the existing law.

We provide services to organizations involved in the following sectors involving charitable and non-profit activities:

• Education

• Health care

• Rural Development

• Environmental Protection

• Skill Development

• Scientific Research

• Arts and culture

• Women and Child Development

• Social Welfare

• Religious and charitable activities

Depending on your activities your organization can also require other registrations like 12AB Registration, 80G Registration, CSR eligibility, or other statutory approvals.

If you require a section 8 company registration consultant, then our services at Companyregister.co.in provides complete support from the initial phase of registration to the last. Our assistance includes preparation of the registration documents, the Section 8 license acquisition, passing the MCA filings process, and responding to any questions from the authorities while ensuring that your application is abiding by the Companies Act, 2013.

Our experts assist you with various post-registration compliance, changes, and filing requirements leaving you with more time to concentrate on carrying out your social objectives.