FORMATION OF SECTION 8 COMPANY
♣ When a person or an association of person is desirous of forming a Limited Company with any of the below objectives/intentions:
(a) promotion of commerce, art, science, sports, education, research, social welfare, religion, charity, protection of environment or any such other object;
(b) apply its profits, if any, or other income in promoting its objects; and
(c) prohibit the payment of any dividend to its members,
♣ the Central Government after being satisfied may issue a licence and can even allow to register a Limited Company under Section 8 of the Companies Act, 2013, without the addition to its name of the word “Limited”, or as the case may be, the words “Private Limited”.
♣ However, the Central Government has delegated to the Registrar of Companies, the above mentioned powers and functions vested in it, which it may revoke in the public interest.
♣ A person or an association of persons, desirous of incorporating a Company with Limited Liability under Section 8, shall make an application in SPICe+ (Simplified Proforma for Incorporating Company Electronically Plus: INC-32) to the Registrar for a license under Section 8.
♣ A detailed process for formation of Section 8 Company is given hereunder:
| Step No. | Procedure | Form | Documents to be attached with e-Form | Remarks |
| 1 | Application for reservation of name | Part A of Form SPICE+ | 1. Pdf copy of main object of the Company | 1. Name can be applied at the time of incorporation also. However, it is advisable to apply for name separately, as manier times, Registrar rejects the name.
2. Incorporation Form needs to be filed within 20 days of name approval received from Registrar. |
| 2 | 1. Incorporation of Company,
2. DIN allotment upto 3 Directors, 3. Mandatory issue of PAN, 4. Mandatory issue of TAN, 5. Mandatory issue of EPFO registration, 6. Mandatory issue of ESIC registration, 7. Mandatory issue of Profession Tax registration (Maharashtra), 8. Mandatory Opening of Bank Account for the Company and 9. Allotment of GSTIN (if so applied for) |
Part B of Form SPICE+ | 1. Memorandum of Association,
2. Articles of Association, 3. Form INC-9 and Form INC-15 (Declaration by Directors and Subscribers), 4. Utility Bill of registered office address (not older than 2 months), 5. Form DIR-2 (Consent of Directors) along with PAN Card and Address Proof, 6. Form MBP-1 (Interest of Directors in other entities), 7. Form DIR-8 (Notice of non-disqualification of Directors), 8. NOC from owner of premises of Registered office, 9. List of other Companies having same registered office, 10. Form INC-14 (Declaration by Professional), 11. An estimate of the future annual income and expenditure of the Company for next three years, specifying the sources of the income and the objects of the expenditure (Duly signed by CA), 12. List of Directors and Subscribers, 13. PAN, Aadhar Card, any one out of Voters Identity Card/ Passport/ Driving License and any one out of Bank Statement/Electricity Bill/Telephone bill/Mobile bill (not older than 2 months) of all Subscribers and Directors, 14. Latest Electricity Bill for the Principal place of business, in case of GST Registration, 15. Letter of Authorisation/ Copy of Resolution passed by BoD / Managing Committee and Acceptance letter, for GST Registration, 16. Specimen Signature card for EPFO, 17. Board Resolution for opening of Bank Account and 18. Application for grant of license. |
1. Directors not having DIN cannot be more than 3 in number. |
Disclaimer: The entire contents of this article have been prepared on the basis of relevant provisions, judgements and information existing at the time of preparation, i.e. March 28, 2020. The observations of the author are personal view and the author does not take any responsibility of the same and this cannot be quoted without the written consent of the author.
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Very informative.