Summary: A Section 8 Company is established for non-profit purposes, such as promoting commerce, art, science, sports, education, research, social welfare, religion, or environmental protection. Unlike other company structures, any profits or income generated by a Section 8 Company must be reinvested to achieve its stated objectives rather than being distributed among its members. The incorporation process involves several steps: obtaining Digital Signature Certificates (DSCs) for directors, applying for name approval via SPICe+ Part A, and then filing Form INC-12 to secure a Section 8 license. This license application requires documents like the draft Memorandum of Association (MOA), Articles of Association (AOA), professional declarations, subscriber declarations, and a three-year income and expenditure estimate. After license approval, SPICe+ Part B and linked forms such as AGILE-PRO-S (for PAN, TAN, GST, etc.), eMOA, eAOA, and INC-9 are filed. Upon successful verification, the Registrar of Companies issues the Certificate of Incorporation, PAN, TAN, and the Section 8 license. Key documents required throughout this process include proof of the registered office, identity and address proofs of directors and subscribers, and consent forms.
Procedure for Incorporation of Section 8 company
Step 1: Obtain DSC (Digital Signature Certificate)
- Obtain DSCs for all proposed directors and subscribers from a licensed certifying authority.
Step 2: Apply for Name Approval via SPICe+ Part A
- File SPICe+ Part A through the MCA V3 portal.
- Prefix/suffix not required (e.g., Foundation, Association, Forum can be used).
- Attach brief description of proposed activities.
Step 3: File for License under Section 8
- File Form INC-12 for license under Section 8.
- Attach following key documents:
- Draft MOA (INC-13) and AOA
- Declaration by professional (INC-14)
- Declaration by subscribers (INC-15)
- Estimated statement of income & expenditure for 3 years
- Detailed description of activities
- List of proposed promoters/directors
Step 4: File SPICe+ Part B and Linked Forms
After license approval:
- Fill SPICe+ Part B
- Attach required documents
- Auto-generate linked forms:
- AGILE-PRO-S (for PAN, TAN, GST, EPFO, ESIC, bank)
- eMOA (INC-33) and eAOA (INC-34)
- INC-9 (declaration by directors)
- URC-1 (if applicable)
Step 5: Certificate of Incorporation
- Upon verification, Registrar of Companies (ROC) issues:
- Certificate of Incorporation
- PAN & TAN
- Section 8 license (Form INC-16)
List of Documents Required for formation of Section 8 Company
For Name Approval (SPICe+ Part A)
- Proposed name and objective
For License Application (Form INC-12)
- Draft MOA (INC-13)
- Draft AOA
- Declaration by practicing professional (Form INC-14)
- Declaration by each subscriber (Form INC-15)
- Statement of income & expenditure (3-year estimate)
- List of directors & promoters
- Brief description of proposed work
For Incorporation (SPICe+ Part B & linked forms)
- Address proof of registered office (utility bill)
- NOC from owner (if rented premises)
- ID & address proof of directors/subscribers
- Passport-size photos
- INC-9 declarations (auto-generated)
- Consent to act as director (DIR-2)
- Mobile no and email id of directors
- Mobile no and email id of company
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