How to Register a Section 8 Company
A Section 8 Company is the corporate form of a non-profit organisation in India. It enjoys the credibility of a registered company while being exempt from certain fees. Profits must be applied solely toward the stated charitable objectives — they cannot be distributed to members.
Before you start
- Minimum two directors (at least one resident in India)
- PAN and Aadhaar of all directors
- DSC for all proposed directors
- Clear charitable/social/educational objective
- Proposed company name including words like 'Foundation', 'Association', 'Society', or similar
Step-by-step
Obtain DSC and DIN
Secure a Class-3 Digital Signature Certificate for each director. Director Identification Numbers (DIN) will be allotted as part of the SPICe+ filing in a later step.
Apply for Name Reservation (SPICe+ Part A)
File SPICe+ Part A on the MCA portal proposing up to two names. The name must reflect the non-profit nature and may include words like 'Foundation', 'Trust', or 'Society' subject to RoC approval.
Apply for Central Government Licence (INC-12)
File Form INC-12 with the MCA (Central Government) requesting a licence to operate as a Section 8 company. Attach a declaration by a practising CA/CS/CMA, a detailed statement of objects, and an estimate of future income and expenditure. This licence is mandatory before the final incorporation form can be filed.
Receive Licence and File SPICe+ Part B
Once the Central Government issues the Section 8 Licence, file SPICe+ Part B for formal incorporation. Attach eMoA, eAoA, and all KYC documents. No stamp duty is payable on MOA/AOA for Section 8 companies.
Obtain Certificate of Incorporation
The RoC issues the Certificate of Incorporation. Unlike a regular Pvt Ltd, the certificate will carry the Section 8 designation and exempt the company from using 'Private Limited' or 'Limited' in its name.
Apply for 12A and 80G Registrations
Post-incorporation, apply for 12A (income-tax exemption on the organisation's income) and 80G (allowing donors to claim deduction on donations). Both are filed online on the Income Tax portal and are essential for fundraising.
Common mistakes to avoid
- Filing SPICe+ Part B before receiving the Central Government licence — the MCA will reject the incorporation filing without it.
- Stating revenue-generating or commercial activities as primary objects — the RoC will deny the Section 8 licence.
- Neglecting 12A and 80G applications post-incorporation — without these, the organisation pays full income tax and donors get no deduction, severely hampering donations.
- Distributing any surplus to members — this invalidates the Section 8 status and triggers penalties.
Frequently asked questions
Is a Section 8 Company better than a Trust or Society?
It offers greater credibility, better governance structure, and is regulated by the Companies Act — making it preferred by institutional donors and CSR funders. Trusts and Societies are governed by older state-level Acts with less uniformity.
Can a Section 8 Company accept foreign donations?
Only if it also has FCRA registration. Simply being a Section 8 company does not authorise receipt of foreign contributions.
Can the company earn revenue from services?
Yes, as long as all income is applied toward the stated objectives and no profit is distributed. The company can charge fees for workshops, publications, or services aligned with its mission.
How long does the Central Government licence take?
Typically 15–30 days after filing INC-12. The MCA may seek clarifications, which can extend the timeline. Having complete and precise documentation is crucial.
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