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Home / Company Law & Secretarial Services / Section 8 Company
Last updated: 2 October 2026
A Section 8 company is a company under the Companies Act, 2013 holding a Central Government licence to operate not-for-profit. Compared with a trust deed or a society registration, it is the structure CSR donors, institutional funders and foreign grantors scrutinise least — because it files like a company. That is also its cost. Expertvuw’s team files the licence and the incorporation together.
Section 8 of the Companies Act, 2013 allows a company to be formed to promote commerce, art, science, sport, education, research, social welfare, religion, charity, protection of the environment or any similar object — provided it applies its profits and income only to promoting those objects and pays no dividend to its members.
The practical advantage is credibility. A trust is governed by a deed and a society by state-level registration, and both vary in quality and in how much a funder can verify. A Section 8 company sits on the MCA register: its directors, filings, financial statements and charges are public. When a corporate donor runs diligence before releasing CSR funds, that visibility is the difference between a quick approval and a long conversation.
The cost is that it is a company in every compliance sense — board meetings, statutory audit, annual filings — plus restrictions the others do not carry. Its Memorandum must be in the prescribed Form INC-13, and it cannot alter its Memorandum or Articles without Central Government approval. Choose it when the funding you are pursuing will be scrutinised. Choose a trust or society when it will not.
Minimum members and directors for a private Section 8 company. Seven members and three directors if incorporated as public.
Dividend a Section 8 company may pay its members. Profits and income are applied only to the stated objects.
Minimum paid-up capital prescribed for incorporation.
The prescribed Memorandum format. A Section 8 company must use it and cannot file the standard e-MoA.
A Central Government licence under Section 8 is required, and is issued as part of the incorporation.
Required before a Section 8 company can alter its Memorandum or Articles.
Incorporation is the easy half. These three determine whether the entity can actually receive the money it was formed to raise.
A Section 8 company can only pursue the objects in its Memorandum, and altering that Memorandum requires Central Government approval. An entity incorporated for “education” that later wants to run health programmes is looking at an approval process, not an amendment.
A Section 8 licence does not give donors a tax deduction, and it does not make you eligible for corporate CSR funds. Registration under 12A and 80G, and filing Form CSR-1, are separate steps — and most funders will not release money until they are done.
It is not. Board meetings, statutory audit, AOC-4 and MGT-7 all apply, and the restrictions on dividend, on member benefit and on altering the constitution are additional. A Section 8 company that stops filing loses its licence, and the consequences reach its directors.
All three can run a non-profit. They differ in who regulates them, how visible they are to a funder, and how hard they are to change later.
Regulated by the MCA, with directors, filings and financials on a public register. The most credible of the three to CSR donors, institutional funders and foreign grantors — and the heaviest to maintain.
Formed by a trust deed and registered with the sub-registrar. Simple to create and inexpensive to run, but trustees are usually difficult to change and there is little public record for a funder to verify.
Registered under the Societies Registration Act with a state registrar. Member-driven and democratic in form, but rules and quality of the register vary considerably from state to state.
A trust or society already running can be brought under a Section 8 company, and an existing private company can apply for a Section 8 licence. Both are formal processes with their own approvals.
We establish what funding you intend to raise, then draft objects wide enough to cover it — because widening them later needs Central Government approval.
Digital Signature Certificates and DIN for the directors, and name reservation using a word permitted for a Section 8 company rather than a Limited suffix.
The Memorandum drafted in the prescribed Form INC-13, the Articles settled, Form INC-14 certified by a practising professional and Form INC-15 executed by every applicant.
Filed with the Memorandum and Articles attached as PDFs, since a Section 8 company cannot use the standard e-MoA and e-AoA. The Section 8 licence is granted with the incorporation.
The Section 8 licence number, CIN, PAN and TAN come through together. Timeline varies with how quickly the Registrar queries the objects.
12A and 80G registration with the Income Tax Department, Form CSR-1 to receive corporate CSR funds, and FCRA where foreign contributions are intended. This is the step that turns a licence into funding.
Two sets of obligations run in parallel: the company filings every company makes, and the registrations that make the entity able to receive money.
12A exempts the entity’s own income from tax. 80G lets donors claim a deduction. Both are Income Tax registrations, separate from the Section 8 licence, and most donors ask for the 80G number before giving.
Filed with the MCA to become eligible to receive corporate CSR funding. Without it, a company cannot route its CSR spend to you, however aligned your work is.
Financial statements and the annual return, with a statutory audit, exactly as any company files. A Section 8 company that stops filing risks losing its licence.
Foreign contributions require registration or prior permission under the Foreign Contribution (Regulation) Act. Receiving them without it is an offence, not an irregularity.
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Most Section 8 registrations take 15 to 25 working days, longer than an ordinary private limited company. The difference is the licence: the Registrar examines the objects in your Form INC-13 Memorandum and the declarations supporting them, and objects drafted loosely or copied from another entity invite a query. Building the entity into something fundable — 12A, 80G and CSR-1 — runs on its own timeline after incorporation.
Not for a new incorporation. The Section 8 licence is now applied for and granted through SPICe+ as part of the incorporation itself, so a separate prior application in Form INC-12 is not filed. What you do file are the Memorandum in Form INC-13, a declaration by a practising Company Secretary, Chartered Accountant or Cost Accountant in Form INC-14, and a declaration by each applicant in Form INC-15, all attached to SPICe+. INC-12 remains relevant for an existing company applying for a Section 8 licence.
It can pay salaries; it cannot distribute profit. A Section 8 company may employ staff, including its directors in an executive capacity, and pay reasonable remuneration for work actually done. What it cannot do is pay any dividend to its members or apply its income for the benefit of its members rather than its objects. Remuneration that is not commensurate with the work is the kind of thing that draws scrutiny on the licence.
A Section 8 company is registered with the MCA and files like a company, so its directors, financials and filings are publicly verifiable — which is why CSR donors and institutional funders generally prefer it. A public charitable trust is created by a deed and registered with the sub-registrar: cheap and simple, but with little public record and trustees who are hard to change. A society is registered with a state registrar under the Societies Registration Act, and both the rules and the quality of the register vary by state. The trade-off is compliance: the Section 8 company is the most credible and the most demanding.
No. The Section 8 licence and tax exemption are separate things. Registration under Section 12A exempts the entity’s own income from tax, and registration under Section 80G is what allows a donor to claim a deduction on what they give you. Both are granted by the Income Tax Department after incorporation. A Section 8 company without 80G is a legitimate non-profit whose donors get no tax benefit — which, in practice, is the first thing a serious donor asks about.
ACS – Director, Expertvuw Management Pvt Ltd
Incorporation documents are prepared and filed on the MCA portal by Expertvuw’s team. Certifications that the law reserves for practising professionals are issued by independent practising professionals engaged for your case.