Overview of Section 8 Company Registration

A Section 8 Company offers the legal structure of a corporate entity combined with the purpose of social welfare. It is governed by the Ministry of Corporate Affairs (MCA) and follows strict compliance norms, making it highly credible among donors, government bodies, and financial institutions.

Key highlights:

• Minimum 2 directors required

• No minimum paid-up capital

• Registered under the Companies Act, 2013

• Suitable for NGOs, trusts, foundations, and charitable institutions

Key Points of Section 8 Company Act

• NGOs in India can be registered as Societies, Trusts, or Section 8 Companies

• Profits cannot be used for personal gain or distributed to members

• Section 8 Companies are the modern equivalent of Section 25 Companies (Companies Act, 1956)

• Mandatory compliance with ROC, Income Tax Act, and GST (if applicable)

• Any amendment to MOA or AOA requires prior approval from the Central Government

• Books of accounts and annual returns must be maintained and filed regularly

Benefits of Registering a Section 8 Company in India

Tax Exemptions

Upon registration under Section 12AA, Section 8 Companies enjoy 100% tax exemption on income used for charitable purposes.

No Minimum Capital Requirement

There is no mandatory paid-up capital, allowing flexibility in financial planning.

Separate Legal Entity

A Section 8 Company has its own legal identity, perpetual existence, and limited liability.

High Credibility & Transparency

Being regulated under the Companies Act ensures greater trust among donors, CSR contributors, and government authorities.

No Name Suffix Requirement

There is no obligation to add “Limited” or “Private Limited” to the company name.

Who Can Form a Section 8 Company?

• Indian citizens or Hindu Undivided Families (HUFs)

• Minimum one director must be an Indian resident

• The primary objective must be non-profit and charitable

• Profits must be reinvested to promote social welfare

Mandatory Legal Requirements for Section 8 Company Incorporation

🔹 Number of Directors

• Private Section 8 Company: Minimum 2 directors

• Public Section 8 Company: Minimum 3 directors

🔹 Number of Members

• Private: Maximum 200 members

• Public: No maximum limit

🔹 Capital & Name

• No minimum paid-up capital

• No requirement to include “Ltd.” or “Pvt. Ltd.” in the name

🔹 Company Objects

• Objectives must strictly be non-profit

• Clearly stated in MOA and AOA

• Profits cannot be distributed in any form

Documents Required for Section 8 Company Registration

• Memorandum of Association (MOA)

• Articles of Association (AOA)

• Identity & address proof of directors and subscribers

• Proof of registered office address

• Digital Signature Certificate (DSC)

• Director Identification Number (DIN)

• Declarations by directors and subscribers

• Consent of nominees (if applicable)

• Resolution by promoter company (if corporate promoter)

Section 8 Company Incorporation Process

Step 1: Obtain Digital Signature Certificate (DSC)

Required for online filing with MCA.

Step 2: Apply for Director Identification Number (DIN)

Unique ID for proposed directors.

Step 3: Name Reservation

Submission of proposed name for MCA approval.

Step 4: File Incorporation Application

Submission of incorporation forms along with MOA & AOA.

Step 5: Obtain Section 8 License

License issued by the Central Government approving non-profit status.

Step 6: Certificate of Incorporation

Issued by MCA, officially recognizing the Section 8 Company.

Donations & Funding of Section 8 Company

• Domestic donations allowed without restriction

• Foreign donations permitted only after FCRA registration

• Equity funding possible by issuing shares at premium

• Strong compliance systems recommended to prevent misuse

Section 12AA & 80G Registration

• 12AA Registration: Exempts income used for charitable purposes from tax

• 80G Registration: Enables donors to claim tax deductions

Important Note: 80G registration is valid till March 2025 and must be renewed for AY 2025–26.

EYLIN SERVICES PVT. LTD assists in end-to-end 12AA and 80G registration, ensuring faster approvals and complete compliance.