Streamlined Process For Section 8 Company Registration

By Author: Prachi Singh
Total Articles: 1
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Starting a non-profit organization in India is a noble endeavor, and choosing the right legal structure can significantly impact its success. Section 8 companies, named after the section in the Companies Act of 2013, are specifically designed for non-profit purposes. They offer the advantage of being a registered entity with limited liability, while focusing on charitable, educational, or social objectives. This article provides a comprehensive guide to the streamlined process of registering a Section 8 company, ensuring a smooth and efficient setup.

What is a Section 8 Company?

Section 8 company is a type of non-profit organization established under the Companies Act, 2013. It is designed for entities that aim to promote charitable, educational, or social objectives and do not intend to distribute profits to their members. Instead, any profits generated are reinvested into the company’s activities to further its objectives. The key features of a Section 8 company include:

-Limited Liability: Members of a Section 8 company have limited liability, meaning their personal assets are protected from the company’s ...
... debts and liabilities.

-No Share Capital: Section 8 companies do not issue shares or dividends. All income is used solely for the company’s objectives.

-Regulatory Compliance: They must comply with various regulations and reporting requirements but benefit from certain exemptions and privileges.

Steps to Register a Section 8 Company

1.Define Your Objectives
Before initiating the registration process, clearly define your non-profit’s objectives. A Section 8 company must aim for activities like promoting arts, science, education, religion, charity, or any other non-profit purpose. The Memorandum of Association (MOA) must clearly outline these objectives.

2.Obtain a Digital Signature Certificate (DSC)
The Digital Signature Certificate is necessary for filing electronic documents with the Ministry of Corporate Affairs (MCA). It ensures that all documents submitted online are secure and authentic. The DSC can be obtained from a certifying authority, and it is required for all proposed directors of the company.

3.Apply for a Director Identification Number (DIN)
Each director of the Section 8 company must have a Director Identification Number, which is a unique identification number issued by the MCA. To apply for a DIN, submit an online application along with proof of identity and address. This number is mandatory for all directors of the company.

4.Draft the Memorandum and Articles of Association
The MOA and Articles of Association (AOA) are crucial documents that define the company’s objectives and internal rules. The MOA should clearly state the non-profit objectives, while the AOA outlines the company’s governance structure, including the roles and responsibilities of the directors and members.

-Memorandum of Association (MOA): This document includes the company’s name, registered office address, and objectives. It must also state that the company is formed for non-profit purposes and that any profits will be used to further these objectives.

-Articles of Association (AOA): This document outlines the internal regulations governing the company’s operations, including meetings, voting rights, and the process for amending the AOA.

5.Name Reservation
Choose a unique name for your Section 8 company that reflects its objectives and is not like any existing company name. Apply for name reservation through the MCA’s online portal. Ensure that the name adheres to the naming guidelines set by the Companies Act.

6.File the Incorporation Documents
Prepare and file the incorporation documents with the MCA. These documents typically include:
-Form INC-12: Application for grant of license under Section 8.
-Form INC-13: MOA and AOA.
-Form DIR-12: Details of directors.
-Form INC-22: Proof of the registered office address.
These forms need to be filled out accurately and submitted along with the required documents and the prescribed fee. The forms can be filed online through the MCA’s portal.

7.Obtain the License Under Section 8
The MCA will review the submitted documents and, if satisfied, grant a license under Section 8 of the Companies Act. This license is necessary for the incorporation of a Section 8 company and allows the company to operate as a non-profit entity. Once the license is granted, the company will receive a Certificate of Incorporation, which officially establishes the Section 8 company.

8.Register for Tax Exemptions
After obtaining the Certificate of Incorporation, apply for tax exemptions and registrations:
-PAN Registration: Apply for a Permanent Account Number (PAN) from the Income Tax Department. PAN is required for financial transactions and tax reporting.
-GST Registration: If the company’s annual turnover exceeds the threshold limit set by the Goods and Services Tax (GST) Act, it must obtain GST registration.
-80G and 12A Certifications: Apply for 80G and 12A certifications from the Income Tax Department to avail tax exemptions for donations received.

9.Open a Bank Account
Open a bank account in the name of the Section 8 company. The bank will require a copy of the Certificate of Incorporation, PAN, and other relevant documents. The bank account will be used for all financial transactions and to manage the company’s funds.

Benefits of Registering a Section 8 Company

1.Legal Recognition
A Section 8 company enjoys legal recognition as a non-profit entity, which can enhance credibility and trust among donors, partners, and stakeholders.

2.Limited Liability
The limited liability protection ensures that the personal assets of the directors and members are safeguarded against the company’s liabilities.

3.Tax Benefits
Section 8 companies can avail themselves of various tax benefits, including exemptions from income tax on surplus income and deductions for donations received.

4.Access to Grants and Funding
Registered Section 8 companies are eligible to apply for grants and funding from government agencies, private foundations, and international organizations.

Challenges and Considerations

1.Compliance Requirements
Section 8 companies must comply with regulatory requirements and maintain proper records. This includes filing annual returns, maintaining accounts, and adhering to governance norms.

2.Limited Profit Distribution
All profits generated by a Section 8 company must be reinvested in its activities. This restriction may limit opportunities for profit-sharing among members.

3.Ongoing Reporting
Section 8 companies are required to submit periodic reports to regulatory authorities, including annual financial statements and details of activities.

Conclusion

Registering a Section 8 company offers a structured and legally recognized framework for pursuing non-profit objectives. The streamlined process simplifies the setup, with key steps including obtaining digital signatures, applying for DIN, drafting essential documents, and filing forms online. While there are benefits such as limited liability, legal recognition, and tax advantages, it is essential to be aware of compliance requirements and reporting obligations. By the registration process effectively, you can establish a successful Section 8 company and make a meaningful impact in your chosen field.