Section8Company

By DoBiz India

Sec
8

Incorporationof
Section8Company

Introduction
ASection 8 companyis
an
company
which is registered as an non profit
organisation.
Nonprofit
organisation/company
refers
to
a
Company which has its object of the
promotion of commerce, art, science,
sports,
education,
research,
social
welfare, religion, charity, protection of
environment, intends to apply its profits,

v
b

WhoCanformaSection
8?

Any person or associations of persons

(Including
Partnership Firm).
Any existing company.
One Person Company cannot be a
Section 8
Company.

v
b

KeyBenefitsofSection8
Company
Many privileges and exemptions under
Company Law.
Exemption from requirement of Minimum Paidup capital.
Exemption of Stamp duty for registration.
Non-application of Companies Auditor &
Report Order
(CARO) 2003.
Registered partnership firm can be a member
in its own
capacity.

v
b

RequirementsofSection8
Company

Minimum 2 Shareholders (for Private Ltd. Co.)

and 7
Shareholders (for Public Ltd. Co.).
Minimum 2 Directors (for Private Limited Co.) and
3 Directors
(for Public Limited Co.).
The directors and shareholders can be same
person.
DIN (Director Identification Number) for all the

v
b

RegistrationProcedure

ObtainDSC&DIN
v

A company needs to have a minimum of

two Directors andto makethe application
for ascertaining availability of name;
DirectorIdentification Numbersof at least 2
Directors are required. If the proposed
Directors donot haveDIN, thenapply their
DINand obtain Digital Signatures.

NameavailabilityforProposed
Company
Obtain Name Approval Letter from the
Registrar of Companies after making
an application in E-Form 1A. Six names
in preferential order may be proposed
in single application.

v
b

PreparationofMOA&AOA

v
b

Draft MOA and AOA of the proposed company. The

formats
of MOA and AOA are given inSchedule I to the
Companies
Act 2013. The MOA and AOA have to be signed by the
subscribers indicating the number of shares to be
subscribed by each of them against their names in the
MOA.
The AOA also mentions the names of the First Directors
of the Company.
The MOA of the Company should be inform INC 13.

Licenseundersection8Companies
withCharitableObjects
An Application for License under Section 8 shall be filed
in
form INC 12with following attachments-

v
b

Draft Memorandum of Association (MOA) in formINC

13;
Draft Articles of Association (AOA) ;
Declaration inForm INC. 14by an Advocate/CA/Cost
Accountant/CS
in practice, that the draft MOA & AOA have been drawn

Licenseundersection8Companies
withCharitableObjects

b
A declaration inForm INC. 15by each of the persons

making the application;

Brief profile of all the promoters.
Grounds of Application.
An estimate of the future annual income and
expenditure
of the company for next three years, specifying the

FilingofIncorporation
v
The following forms are required to be filed with the RoC
after issuance of license:
b

Form No. INC - 7 (declaration of compliance with the

requirements
of the Act on application for registration of a
company).
Form No. INC - 22 (notice of situation of registered
office).
Form No. DIR 12 (appointment of directors of the
company), and

CertificateofIncorporation
v
b
After all the incorporation papers are filed and
reviewed
by the RoC, the RoC may require certain clarifications.
These clarifications or enquiry need to be satisfied by
the person
who has been authorised to do so by the Power of
Attorney filed
with the RoC.

vv

bb

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