Section 8 Company Registration

A Section 8 Company is the corporate non-profit vehicle of choice in India — a company licensed under Section 8 of the Companies Act 2013 read with the Companies (Incorporation) Rules 2014 for specific charitable objects — promotion of commerce, art, science, sports, education, research, social welfare, religion, charity, protection of environment, or any such other object — where profits are applied solely towards the object and no dividend is paid to members. It combines the perpetual succession, limited liability and credible governance of a company with the non-profit, public-benefit character of a trust or society — a combination that has, since 2014, become the preferred legal form for serious non-profits, CSR foundations, educational institutions, scientific-research bodies, and large-scale charity platforms.

By 2026, Section 8 incorporation is fully online via SPICe+ on MCA21 V3, but with a critical layer the standard Pvt Ltd / Public Ltd flow does not have — Regional Director (RD) approval of the MOA under Rule 19 / 20, evidencing that the proposed objects are within the Section 8 charitable spectrum and that the licence under Section 8(1) can issue. Once incorporated, a Section 8 entity is mandatorily required to apply for 12AB registration under Section 12A of the Income-tax Act 1961 (for income-tax exemption on the entity's income applied to charitable objects), 80G registration under Section 80G (so that donors can claim 50% deduction on donations made to the entity), and CSR-1 registration with the MCA (mandatory for any Section 8 entity that intends to receive CSR funds from corporates under Section 135 of the Companies Act). Where foreign contribution is to be received, FCRA Registration / Prior Permission from the Ministry of Home Affairs is the additional gate.

We incorporate Section 8 companies end-to-end for CSR foundations, philanthropic platforms, educational and research institutions, and impact-led non-profits — SPICe+ filing with RD-approved MOA, AOA tailored to Section 8 governance, post-incorporation 12AB / 80G / CSR-1 / FCRA stack, and the operating compliance calendar.

Section 8 — Eligibility & Charter Conditions

• Eligible Objects (Section 8(1)(a)):: Promotion of commerce, art, science, sports, education, research, social welfare, religion, charity, protection of environment, or any such other object. The MOA must clearly map each object to a Section 8(1)(a) head and explain how the object benefits the public.

• Profits Applied to Object (Section 8(1)(b)):: The company intends to apply its profits, if any, or other income, in promoting its objects. Trading / business activities are permitted insofar as they advance the object; the prohibition is on diverting income to members.

• No Dividend (Section 8(1)(c)):: The company prohibits the payment of any dividend to its members. AOA articles must reflect this clearly.

• Conversion / Cancellation Discipline:: Conversion of a Section 8 company into any other kind requires Regional Director approval under Section 8(4)(ii); cancellation of the licence under Section 8(6) for misuse triggers conversion of name, asset distribution to a similar Section 8 entity (or transfer to Rehabilitation and Insolvency Fund), and other consequences.

SPICe+ + RD Licence Workflow

SPICe+ Part A: Name reservation with the suffix 'Foundation', 'Forum', 'Federation', 'Confederation', 'Council', 'Association', 'Society', 'Chamber' or similar — 'Limited' / 'Private Limited' suffix is excluded. RD Licence (INC-12 application embedded in SPICe+): Memorandum and articles, projected income-and-expenditure statement for next 3 years, list of promoters, declaration that the entity will be applied for charitable objects. SPICe+ Part B: Incorporation with eMOA (INC-13 format), eAOA (INC-31), INC-9 declarations, AGILE-PRO (GST optional, EPFO / ESIC / PT / Bank as relevant). State stamp duty per Section 8 / charitable-entity rates of the State Schedule (often nominal). Certificate of Incorporation + Section 8 Licence: Issued together once RD is satisfied; the Section 8 licence is the operative instrument that gives the entity its non-profit character.

Post-Incorporation — The Section 8 Stack

12AB Registration: Application in Form 10A / 10AB on the Income-tax e-filing portal for income-tax exemption on the entity's income applied to charitable objects; valid for 5 years (with re-registration mechanics). 80G Registration: Application in Form 10A / 10AB for donor deduction (50% of donation) under Section 80G; valid for 5 years; donor receipts must comply with Form 10BD reporting. CSR-1 Registration: Mandatory for any Section 8 entity intending to receive CSR funds from Section 135-applicable corporates; without CSR-1, no CSR receipt is permissible from FY 2021-22 onwards. FCRA Registration / Prior Permission: Where foreign contribution is intended, FCRA 2010 / 2020 framework applies — SBI NDMB Designated Account, no sub-granting, 20% admin-expense cap, FC-3A / FC-4 / FC-6 calendar. Other: GST registration where threshold-applicable trading activity exists; PT / EPFO / ESIC where employees are engaged; statutory audit under Section 139 (mandatory regardless of size).