The primary purpose of registering a company as a Section 8 Company is to promote non-profit objectives such as trade, commerce, arts, charity, education, religion, environment protection, social welfare, sports research, etc.
Section 8 Company Registration
Check out details with the procedure for registration of section 8 with companies Act, 2013
- The primary purpose of registering a company as a Section 8 Company is to promote non-profit objectives such as trade, commerce, arts, charity, education, religion, environment protection, social welfare, sports research, etc.
- To incorporate a Section 8 Company, a minimum of two directors are required. Also, there is no requirement of minimum paid-up capital in the case of Section 8 Company.
- In India, a non-profit organization can be registered under the Registrar of societies or as a Non-profit company under the Section 8 Company of the Company Act,2013.
- The profits of this company, if there are any, are applied towards promoting the objectives of the company and not distributed as dividends to its shareholders.
- A Section 8 Company is the same as the Section 25 Company under the old Companies Act, 1956. As per the new Companies Act of 2013, Section 25 has now become Section 8.
Section 8 Company Eligibility
Who can Incorporate a Section 8 Company?
An individual or group of individuals can apply for Section 8 Company Registration if it holds the below-mentioned intentions. The objectives have to be confirmed to the satisfaction of the Central Government.
- If the company intends to promote science, commerce, education, art, sports, research, charity, social welfare, protection of the environment, or other objectives
- If the company has the intention to invest all the profits or the income generated after incorporation in the promotion of such objects only;
- When the company is not intending to pay any dividends to its members.
Documents Required for Registering a Section 8 Company
- Director Identification Number (DIN)
- Digital Signature Certificate
- Memorandum of Association
- Articles of Association
- Passport size Photographs
- Members Id Proof such as Aadhar Card, Passport, Voter ID.
- Details of Director
- Address Proof
How to obtain Digital Signature for Directors?
In India, a Trust is controlled by the trustees mentioned in the Trust Deed. Section 8 Company will be governed by the Board of Directors, similar to a Private Limited Company.
During the process of incorporation, the DSC is obtained for the proposed directors. The following documents must be submitted.
- PAN or Aadhar card.
- Drivers License/ Passport/ Election ID/ Government Issued ID.
After submitting these documents, the applicant must complete an OTP and eKYC procedure to obtain a DSC in their name.
Section 8 Company Name Approval
- Simultaneous to the Digital signature application processing, an application for name approval can be initiated for the Section 8 Company to the MCA.
- The name of a Section 8 Company must end with the words like Foundation, forum, association, federation, chambers, council, electoral trust. Etc.
- The Name approval process can be completed within with24-72 hours.
- Memorandum of Association and AOA (Articles of Association)
- They are drafted after obtaining the name approval and other documents included in INC12 filed with the ROC.
- It is necessary to sign and mention his name, description, address, and occupation in the MOA and AOA subscription.
- It is necessary to have one witness present who will attest the signature.
Process of Incorporation
Step by step procedure to incorporate a Section 8 Company
- In the first step, we obtain the DSC for the proposed Directors of the Section 8 Company.
After obtaining the DSC, file form DIR 3 with the ROC for getting a Director Identification Numbers.
- After the DIR 3 is approved, the ROC will allot the Director Identification Number to the proposed Director.
- To apply for a company name, it is necessary to file Form INC 1 with ROC.
- After the approval to apply for a license for the Section 8 Company, it is necessary to File Form INC 12
- After the approval, a license under section 8 will be issued in Form INC 16.
- File SPICe Form 32 with the ROC for incorporation along with the affidavits, declarations, KYC, consent letter, draft MOA, and AOA after he obtains the license
If the ROC is satisfied with the submitted forms, the ROC is issued a Certificate of incorporation.
80 G Certificate
The 80 G Certificate exempts the individuals who have made donations to the charitable trusts or the Section 8 company fully or partially from paying the taxes. For example, A charitable organizations or trust that is registered under 12 A allows an individual to avail tax exemption under Section 80 G.
There is a maximum allowable deduction criterion. If the amount donated exceeds 10% of the total gross income, then the excess amount will not qualify for tax benefits.
Who can avail tax savings under 80G?
An individual who makes an eligible donation is entitled to avail tax exemption under the 80 G
Donations that are made to a listed trust and organizations only qualify for deduction u/s 80 G
Who cannot avail of tax savings under section 80G?
- If the donation is made to a foreign trust, you cannot qualify for tax saving under section 80 G
- The deduction cannot be claimed if the donations are made to one or more political parties.
- The deduction cannot be claimed even for printing or publishing brochures, flyers, and pamphlets.
- Donations by NRI if made to eligible institutions and trusts also qualify for tax exemptions under section 80 G
- If the donation is made from salary and if the donation receipt carries the name of the employer, then employees can claim under Section 80 G
How to obtain an 80 G Certificate?
Registration under this section will be processed by the commissioner of Income-tax after receiving an application from the applicant in Form 10 G. The application should be accompanied by the following documents.
- Registration Certificate
- MOA /Trust Deed
- NOC from the proprietor of the land where the registered office is situated.
- Copy of the Pan Card of the Trust/Institution.
- Copy of electricity bill, house tax receipt, or water bill
- Proof of welfare activities pursued
- Progress Report since the Foundation of the NGO or for the previous three years
- The statement of accounts and balance sheet since the foundation/previous three years
- List of contributors along with their address and PAN.
- List of the governing body of trustees with their contact details
- 11.Copy of registration granted under section 12A or copy of notification issued under section 10(23)or section 10(23C)
12 A Registration
The Income Tax Department grants 12 A registration, one-time registration to trusts and other non-profit organizations. The 12 A registration aim at exempting from the payment of income tax.
Immediately after incorporation, generally, an application for 12 A registration is made. Trusts and NGOs which have obtained 12 registrations enjoy exemption from paying taxes on their surplus income. All entities can get 12 A registration.
Benefits of 12 A registration
- The key benefit of 12 registration is the income tax exemption benefit concerning income utilization. For instance, all income utilized by a 12A registered entity for charitable/religious purposes will be considered an income application.
- If the organization is registered under Section 12 A, it becomes eligible to receive grants from Government and various private sectors.
- Organizations registered under 12 A are also eligible for availing benefits under Section 80 G. NGOs have to apply separately for 80 G registration.
The Foreign Contribution Regulation Act 2010 is called FCRA registration, which is necessary to obtain charitable trusts, societies, Section 8 Company that receive foreign contribution or donation.
The Objective of FCRA 2010
- The main objectives of the FCRA Act 2021 are:
- Regulate the acceptance and utilization of foreign contribution by specific individuals or companies
- To restrict the acceptance and utilization of foreign hospitality or foreign contribution for any activities that are unfavorable to national interest and for matters related to in addition to that or incidental to it.
FREQUENTLY ASKED QUESTIONS
How many peoples are required to form a section 8 company?
A minimum of two people are required to register a section 8 company in India.
What are the requirements to be a Director?
The Director needs to be over 18 years of age and must be a natural person. There are no limitations in terms of citizenship or residency. Therefore, even foreign nationals can be Directors in a Indian Section 8 Company.
Is an office required for starting a Section 8 Company?
An address in India where the registered office of the Company will be situated is required. The premises can be a commercial / industrial / residential where communication from the MCA will be received.
Do I have to be present in person 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.
What are the documents required for registration?
Identity proof and address proof is mandatory for all the proposed Directors of the Section 8 Company. PAN Card is mandatory for Indian Nationals. In addition, the landlord of the registered office premises must provide a No Objection Certificate for having the registered office in his/her premises and must submit his/her identity proof and address proof.
How long will it take to incorporate a Section 8 Company?
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.
How long is the registration of the Company valid for?
Once a Company is incorporated, it will be active and in-existence as long as the annual compliances are met with regularly. In case, annual compliances are not complied with, the Company will become a Dormant Company and maybe struck off from the register after a period of time. A struck-off Company can be revived for a period of upto 20 years.
What is a Digital Signature Certificate?
A Digital Signature establishes the identity of the sender or signee electronically while filing documents through the Internet. The Ministry of Corporate Affairs (MCA) mandates that the Directors sign some of the application documents using their Digital Signature. Hence, a Digital Signature is required for all Directors of a proposed Section 8 Company.
What is Director Identification Number (DIN)?
Director Identification Number is a unique identification number assigned to all existing and proposed Directors of a Company. It is mandatory for all present or proposed Directors to have a Director Identification Number. Director Identification Number never expires and a person can have only one Director Identification Number.
Can NRIs / 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.