Section 8 Company Registration with Consult Your Counsel
Build Your Non-Profit Organization on a Strong Legal Foundation
A Section 8 Company, under the Companies Act, 2013, is the preferred legal structure for entities dedicated to charitable, educational, scientific, environmental, or social welfare activities. Unlike profit-making entities, a Section 8 Company is prohibited from distributing dividends to its members—its income must be solely used to advance its non-profit objectives.
At Consult Your Counsel, we provide end-to-end legal assistance for incorporating Section 8 Companies in India. Our services ensure full regulatory compliance, enabling you to concentrate on your mission while we handle the legal intricacies.
What is a Section 8 Company?
A Section 8 Company is formed for the promotion of:
- Arts and Culture
- Commerce and Trade Development
- Science and Research
- Education and Literacy
- Sports and Fitness
- Social Welfare and Charity
- Environmental Protection
- Other public benefit objectives
Such companies enjoy various legal privileges and are exempt from many regulatory burdens applicable to commercial entities.
Key Features
- Charitable Purpose: Incorporated exclusively for non-profit objectives
- No Profit Distribution: Income is applied only towards the company’s aims
- Separate Legal Entity: Can own property and enter contracts in its name
- Limited Liability: Members’ liability is limited to their capital contribution
- Perpetual Succession: Continues regardless of changes in membership
- No Minimum Capital Requirement: Capital structure is flexible and based on need
- No “Private Limited” or “Limited” Suffix: Distinct naming flexibility
Advantages of Section 8 Company Registration
- Tax Exemptions: Eligible for benefits under Section 12AA and 80G of the Income Tax Act
- Legal Credibility: Trusted by donors, government agencies, and CSR contributors
- Exemption from Stamp Duty: No stamp duty on incorporation documents
- Access to Domestic & Foreign Donations: Subject to FCRA approval for foreign funds
- CSR Eligibility: Qualified to receive funds under Corporate Social Responsibility norms
Eligibility Criteria
- Individuals, companies, HUFs, and associations may incorporate
- Minimum 2 directors (private company) or 3 directors (public company)
- Minimum 2 members (private); no upper limit for public
- The stated objective must fall within charitable, educational, or welfare purposes
- Profits cannot be distributed among members
Mandatory Legal Requirements
- MOA & AOA: Must clearly define non-profit objectives
- Registered Office: Proof of address (rent agreement, utility bill, NOC)
- Director & Subscriber KYC: PAN, Aadhaar, photographs, etc.
- DSC & DIN: Required for all directors
- Consent Forms & Declarations: As per MCA regulations
- Board Resolutions: For corporate promoters or body corporates
Section 8 Company Registration Process
Step 1: Obtain Digital Signature Certificate (DSC)
Step 2: Apply for Director Identification Number (DIN)
Step 3: Reserve Company Name via SPICe+ (Part A)
Step 4: Draft and file incorporation documents (SPICe+ Part B, MOA, AOA)
Step 5: File Form INC-12 for Section 8 License from MCA
Step 6: Receive Certificate of Incorporation and License (INC-16)
Post-Incorporation Registrations (as applicable)
- Section 12AA Registration: Tax exemption for non-profit income
- Section 80G Registration: Enables donors to claim income tax deductions
- FCRA Registration: Mandatory for receiving foreign contributions
- GST Registration: If taxable turnover threshold is met
- PAN & TAN: Issued at incorporation stage
Note: Section 80G validity currently extends to March 2025 and must be renewed subsequently.
Funding and Donations
- Can receive unlimited domestic donations
- May receive foreign donations only after FCRA registration
- Eligible for CSR contributions from corporates
- Allowed to raise funds through grants, equity contributions, and endowments (not deposits)
Why Choose Consult Your Counsel?
- Expert Legal Advisory: Specialised in non-profit law, taxation, and regulatory strategy
- Comprehensive Support: From name reservation to final incorporation and post-registration compliance
- Transparent Fee Structure: No hidden charges, clear timelines
- Tailored Guidance: Ensuring your objectives align with the MCA’s scrutiny framework
- Ongoing Compliance Management: Assistance with ROC filings, annual returns, FCRA, 12AA/80G renewal, and more