Registering a Section 8 Company in India involves several steps and compliance requirements. A Section 8 Company is a type of non-profit organization (NPO) formed under Section 8 of the Companies Act, 2013 (previously Section 25 of the Companies Act, 1956). These companies are established for promoting commerce, art, science, sports, education, research, social welfare, religion, charity, protection of the environment, or any other charitable object.
Here is an overview of the registration process for a Section 8 Company:
1. **Obtain Digital Signatures (DSC):** The first step is to obtain digital signatures for all proposed directors of the company. Digital signatures are necessary for digitally signing the documents filed with the Registrar of Companies (ROC).
2. **Obtain Director Identification Number (DIN):** Each proposed director must apply for a Director Identification Number (DIN) if they don’t already have one. DIN can be obtained by filing Form DIR-3 with the Ministry of Corporate Affairs (MCA).
3. **Name Reservation:** Once the DIN is obtained, the next step is to apply for name reservation for the proposed Section 8 Company. The name should reflect the objectives and activities of the company. An application for name reservation can be made through the MCA’s website.
4. **Drafting of Memorandum and Articles of Association:** After obtaining name approval, the Memorandum of Association (MOA) and Articles of Association (AOA) of the company need to be drafted. These documents define the objectives, rules, and regulations of the company.
5. **Filing of Incorporation Documents:** Once the MOA and AOA are drafted, the incorporation documents, including Form INC-32 (SPICe), Form INC-33 (e-MOA), and Form INC-34 (e-AOA), need to be filed with the Registrar of Companies (ROC). These forms contain details of directors, registered office, and subscribers to the MOA and AOA.
6. **Payment of Fees:** The prescribed fees for incorporating a Section 8 Company must be paid along with the submission of incorporation documents.
7. **Obtaining Certificate of Incorporation:** Upon submission of the required documents and payment of fees, the ROC will review the application. If everything is in order, the ROC will issue a Certificate of Incorporation, confirming the formation of the Section 8 Company.
8. **Apply for Tax Registrations:** After incorporation, the Section 8 Company must apply for tax registrations such as PAN (Permanent Account Number) and TAN (Tax Deduction and Collection Account Number) with the respective authorities.
9. **Compliance Requirements:** Once the Section 8 Company is incorporated, it must comply with various regulatory requirements such as holding board meetings, maintaining statutory registers, filing annual returns, and conducting audits as per the Companies Act, 2013.
Required Documents
It’s advisable to seek professional assistance from company secretaries or chartered accountants to ensure compliance with all legal and regulatory requirements throughout the registration process and ongoing operations of the Section 8 Company.
To register a Section 8 Company in India, you need to prepare and submit several documents along with the prescribed forms to the Registrar of Companies (ROC). Here is a list of the essential documents required for Section 8 Company registration:
1. **Memorandum of Association (MOA):**
– The MOA is a legal document that defines the objectives and scope of activities for the Section 8 Company. It must be prepared in accordance with the requirements of the Companies Act, 2013.
2. **Articles of Association (AOA):**
– The AOA outlines the rules and regulations for the internal management and operations of the Section 8 Company. It specifies the rights, duties, powers, and obligations of the directors and shareholders.
3. **Declaration by Promoters:**
– The promoters of the Section 8 Company must sign a declaration stating their intention to form a non-profit organization under Section 8 of the Companies Act, 2013.
4. **Affidavits:**
– Affidavits affirming the non-profit nature of the organization and stating that the proposed name of the company is not similar to any existing company or trademark must be submitted.
5. **Identity Proof of Directors and Subscribers:**
– Copies of identity proof (such as Aadhar card, passport, driver’s license, or PAN card) of all proposed directors and subscribers of the Section 8 Company.
6. **Address Proof of Directors and Subscribers:**
– Copies of address proof (such as utility bills, bank statements, or Aadhar card) of all proposed directors and subscribers of the Section 8 Company.
7. **Proof of Registered Office:**
– Documents establishing the registered office address of the Section 8 Company, such as rental agreement, lease deed, or sale deed, along with utility bills or property tax receipts.
8. **Director Identification Number (DIN):**
– DIN is a unique identification number allotted to directors by the Ministry of Corporate Affairs (MCA). All proposed directors must obtain DIN before incorporation.
9. **Digital Signature Certificate (DSC):**
– Digital signatures are required for filing electronic documents with the MCA. Each proposed director must obtain a Class 2 Digital Signature Certificate from authorized agencies.
10. **Forms for Incorporation:**
– Forms such as SPICe (INC-32), e-MOA (INC-33), and e-AOA (INC-34) need to be filled and submitted electronically to the MCA for incorporation of the Section 8 Company.
It’s important to ensure that all documents are accurately prepared, duly signed, and submitted in the prescribed format to the ROC to avoid any delays or complications in the registration process. Additionally, seeking professional guidance from company secretaries or chartered accountants can help ensure compliance with regulatory requirements and smooth processing of the registration application.
