Section 8 Company under Companies Act 2013- How to Incorporate

Procedure of Incorporation of Section 8 Company under Companies Act, 2013

In India, a non-profit organisation can be registered as Trust by executing a Trust deed or as a Society under the Registrar of Societies, or as a private limited non profit company under Section 8 Company under the Companies Act, 2013. A Section 8 Company is the same as the popular Section 25 company under the old Companies Act, 1956, which was one of the most popular forms of Non- Profit Organisations in India. But, as per the new Companies Act 2013, Section 25 (as per the old act) has now become Section 8.

As per Section 8(1a, 1b, 1c) of the new Companies Act, 2013, a Section 8 company can be established for “promotion of commerce, art, science, sports, education, research, social welfare, religion, charity, protection of environment or any such other object”, provided it “intends to apply its profits, if any, or other income in promoting its objects” and “intends to prohibit the payment of any dividend to its members.”.

To register a section 8 company in India, the process is similar to the incorporation of other companies, The applicant looking to start a section 8 company is required to file RUN for name availability. Once the name is approved, there is a further requirement of obtaining a license for a Section 8 Company, for which Form INC-12 is to be filed in order to obtain a license for such company. After obtaining license number, applicant can proceed further to incorporate a company by filing e form SPICe.

Requirements for obtaining Licence for Section 8 Company:

• Draft MOA in format INC-13
• Draft AOA in format INC-31
• List of names, descriptions, addresses & occupation of the promoters as well as Board Members of the proposed company
• Estimated Income and Expenditure of next 3 years (Including Estimated Assets and Liabilites)
• Form INC-14 (A declaration confirming the application by a Company Secretary in Practice on the Non – Judicial stamp paper of prescribed value;)
• Form INC-15 (A declaration in prescribed form on non – judicial stamp paper by each person making an application;)
• A letter of authority;
• Statement of ground of Application
• Statement of work proposed to be do

Once Licence obtain by Proposed Company, one has to file SPICe form for Incorporation of Company in a general manner in which Licence will be attached.

Time limit for obtaining Licence and uploading SPICe will be 20 days from the allocation of name by CRC.

After Filing form SPICe if proper authority thinks fit may allot Certificate of Incorporation.