Practice Area
An Overview
A Section 8 Company is a type of non-profit organization established under the Companies Act, 2013, in India. It is primarily formed to promote charitable objectives such as social welfare, education, arts, culture, religion, and environmental protection. Unlike other companies, Section 8 Companies do not distribute profits as dividends; instead, they reinvest earnings to further their objectives.
This structure is ideal for individuals or groups who wish to contribute to society while benefiting from the advantages of a corporate entity.
Key Features
Charitable Objectives
Formed for purposes such as promoting education, healthcare, social welfare, or environmental sustainability.
No Profit Distribution
Profits are reinvested in the company’s activities and not distributed among members.
Separate Legal Entity
The company enjoys an independent legal identity.
Limited Liability
The liability of members is limited to their shareholding.
Exemptions and Benefits
Section 8 Companies enjoy various tax exemptions and benefits from the government.
Mandatory Registration
Requires approval from the Central Government through the Registrar of Companies (ROC).
Advantages
Tax Benefits
Eligible for income tax exemptions under Section 80G and 12A of the Income Tax Act.
Credibility
Recognized as a credible structure for receiving donations and grants.
Limited Liability
Protects the personal assets of members from organizational liabilities.
Separate Legal Status
Can enter contracts, own property, and operate independently of its members.
No Minimum Capital Requirement
Section 8 Companies can be formed without any minimum paid-up capital.
Disadvantages
Stringent Regulations
Subject to strict regulatory and compliance requirements.
Limited Fundraising Options
Cannot raise funds through equity or issue dividends.
Approval Process
Requires Central Government approval, which can be time-consuming.
Audit Obligations
Annual financial audits are mandatory.
Steps to Register a Section 8 Company
Obtain DSC and DIN
Digital Signature Certificate (DSC) and Director Identification Number (DIN) for directors.
Name Approval
File for name reservation with the Registrar of Companies.
File INC-12
Submit the application for a Section 8 Company license along with the Memorandum of Association (MOA) and Articles of Association (AOA).
License Approval
Upon approval from the Central Government, a license is issued to operate as a Section 8 Company.
Incorporation
File incorporation forms, and once approved, receive a Certificate of Incorporation.
FAQ's
A Section 8 Company is a non-profit organization formed to promote charitable or social objectives without distributing profits among its members.
Individuals, partnerships, or organizations can form a Section 8 Company with at least two directors and two shareholders.
No, Section 8 Companies can be registered without any minimum paid-up capital.
Yes, they can generate profits, but these must be reinvested in furthering their objectives and not distributed as dividends.
Section 8 Companies can register under Section 80G and Section 12A of the Income Tax Act to avail of tax exemptions and benefits.
Yes, but they must register under the Foreign Contribution (Regulation) Act (FCRA) to accept foreign donations.