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Introduction:
NGO’s is an organization that operates for non-profit purposes. A Section 8 Company is regulated under the Companies Act, 2013 (‘Act’), governed by the Ministry of Corporate Affairs.
As per Section 8 of the Companies Act, 2013 it is proved to the satisfaction of the Central Government that a person or an association of persons proposed to be registered under this Act as a limited company—
(a) has in its objects the promotion of commerce, art, science, sports, education, research, social welfare, religion, charity, protection of environment or any such other object;
(b) intends to apply its profits, if any, or other income in promoting its objects; and
(c) intends to prohibit the payment of any dividend to its members, the Central Government may issue the license on such conditions as it deems fit, under this section.
Legal provisions w.r.t NGO
The NGO’s can be registered in India under these below-mentioned laws:
√ Society under Societies Registration Act, 1860
√ Trust under Indian Trusts Act, 1882
√ Section 8 Company under Companies Act, 2013
Compliance Check before proceeding for Incorporation of the Section 8 Company:
√ The name should be unique and check TM also.
√ DSC of the Promoters and Directors is mandatory.
√ Main objects should be as per Section 8 Company.
√ All the DIN should be Approved if already have it.
√ INC-14 and INC-15 are mandatory to attach in Part-B eForm.
Steps to follow for incorporation of Section 8 Company
Figure 1 Section 8 Company Incorporation Steps
Special Note:
♦ RUN is used only for name change now.
♦ Physical MOA and AOA is required for Section 8 Company
♦ Form Size should not exceed 6 MB.
Steps to follow for incorporation of Section 8 Company
Step I: Filing of Spice+ Part A
The applicant or Professional needs to file Spice+ Part A for name reservation. In Part, basic information is required to fill in like Type of Company, Class of Company Category and Sub Category of the Company, and Main division of industrial activity of the Company.
The above information is mandatory to fill. Two name options preferences are given here for name reservation.
Important Note:
√ Applicant can file Part B (for incorporation) along with Part A if he or she is sure about the name availability. But in such a case an applicant cannot have two preferences for names.
√ Attach the object clause of the proposed company.
√ The name is valid for 20 days after approval.
√ Fees for Spice+ Part A only is 1000/-.
Step II: Preparation of MOA and AOA
After the Name Approval from Part, A applicant needs to prepare physical MOA and AOA that needs to attach to Incorporation Form Part B.
MOA should include all the objects for which Section 8 Company is going to be incorporated/
Important Note:
√ MOA Format should be in INC-13.
√ Subscriber sheet of MOA and AOA should be signed by Subscribers and Professional (CS/CA/CWA)
Step III: Preparation of three eForms i.e Part B, AGILE and INC-9
After preparation of all the below-mentioned attachments proceeds for preparation of all the incorporation forms.
√ ID and Address Proof of Subscribers and Directors
√ Interest in other entity
√ NOC for Registered office
√ DIR-2 (Consent of Directors)
√ INC-14
√ INC-15
√ MOA (INC-13)
√ AOA
√ List of Directors
√ List of Promoters
√ Estimation of future Income and Expenditure
All the Forms should be digitally signed before the uploading process.
Step IV. Crosscheck all the information and documents again before uploading Forms
This step is important because an applicant needs to check every piece of information and documents before uploading all three forms to MCA Portal. An applicant or Professional needs to check the below-mentioned points at this step:
√ Utility Bill is not older than 2 months
√ Directors Residential address Utility Bill is not older than 2 months
√ All the attached documents should be in legible form
√ Name of landlord/owner should match in NOC and Utility Bill
√ Residential Addresses written in DIR -2 should match with the address written in Form Part B.
Step V. Uploading of all the forms to MCA Portal through Linked Form Tab
After cross-checking all the information and attached documents if the applicant is satisfied with all the forms then the applicant can proceed further with uploading of forms.
At this step, an MCA login is required and all the forms can upload after proper MCA login. After login goes to upload forms and select Normal Forms and upload all the three forms through the Linked forms tab.
Important Note:
√ MCA login should be the same from which PART A (Name reservation) was approved.
√ The same process is for resubmission of Forms but needs to select the Resubmission forms tab and need to mention the SRN of the previously uploaded incorporation forms.
Conclusion:
In a nutshell, Section 8 Company is easy to register but all the provisions should properly comply.
Usually, CRC can take 3-4 working days for taking action on uploaded forms and if satisfied then the License of Section 8 Company and Certificate of Incorporation can be issued.
And if not satisfied then need to resolve the queries as asked in the resubmission email of CRC.
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