A Non-Profit company is regulated by section 8 of the Indian Companies Act 2013 and administered by the Ministry of Corporate Affairs - MCA. It is usually formed for promoting science, art, commerce, charity, religion or any other purpose that is useful to society. Section 8 company has limited liability and cannot make any profits also there is no minimum paid-up capital required for the purpose of a company incorporated under section 8.
Purpose of Non-Profit companies
The main purpose of establishing a company under section 8 is to promote non-profit objectives such as trade, commerce, arts, charity, education, religion, environment protection, etc. The profits/incomes of the company if any, are applied towards promoting the objectives of the company and are not distributed as dividends to its shareholders also there is no minimum paid-up capital required for the purposes of a company incorporated under section 8.
Minimum requirements for Non-Profit Company
There must be at least two shareholders.
There must be at least two directors (directors and shareholders can be the same person);
At least one of the director should be an Indian Resident.
Registered Office Address Proof (rent agreement along with latest rent receipt if rented premise along with NOC of the landlord)
Sale Deed / House Tax Receipt (if the premise is owned by either the director or the promoter.
Procedure for the incorporation of a section 8 company
Step 1 - Obtain DSC of the proposed director. After receiving DSC file Form DIR-3 with ROC for getting a DIN.Step 2 - Once the DIR-3 is approved, the ROC will allot DIN.Step 3 - File Form INC-1 with the ROC for applying for a company. A total of 6 names can be applied, out of which one would be allotted.Step 4 - After approval file FORM INC-12 with the ROC to apply for a licence for the section 8 company. Documents to be attached with INC-12:
Draft MOA as per Form INC-13
Declaration as per Form INC-14 (Declaration from practising chartered accountant)
Declaration as per Form INC-15 (Declaration from each person making an application)
Estimated income and expenditure for the next 3 years.
Step 5 - Once the form is approved, a license under section 8 will be issued in FORM INC-16.Step 6 - After obtaining the license, file SPICe form 32 with the ROC for incorporation along with the following attachments:
An affidavit from all the directors cum subscribers – INC-9.
Declaration of deposits.
KYC of all the directors.
Form DIR-2 with its attachments i.e. PAN card and address proof.
Consent letter of all directors.
Interest in other entities of the directors
Utility bill as proof of office address
NOC in case the premises are leased/rented.
Draft MOA and AOA
If the ROC is satisfied with the forms submitted, a certificate of incorporation is issued along with a unique company identification number - CIN.
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