Section 8 Company Registration: Complete Guide for NGOs + Non-Profits (2026)
Section 8 company registration for NGOs, non-profits, charitable institutions. 12A + 80G, FCRA, donations, governance. From ₹8,999, 30-45 days.
A Section 8 Company is a special type of company registered under Section 8 of the Companies Act, 2013 for promoting charity, art, science, education, sports, religion, or any other social welfare objective. It is the preferred structure for NGOs, non-profits, charitable institutions, and social enterprises in India.
What is a Section 8 Company?
A Section 8 Company is a company with charitable objects, limited by shares or guarantee, that uses its profits to promote its objects (not distribute as dividends). It is a hybrid of a company and a trust — it has corporate structure + limited liability + tax benefits of a charity.
Benefits of Section 8 Company
- Limited liability for members
- Separate legal entity (own property, sue, be sued)
- Eligible for registration under Sections 332 and 354 of the Income-tax Act, 2025 (formerly 12A income tax exemption + 80G donor deduction)
- Eligible for FCRA (foreign donations)
- Eligible for grants from government, CSR funds, foundations
- No requirement to use "Limited" or "Pvt Ltd" in the name (better for trust)
- Credibility with donors, partners, government
- Perpetual succession
Requirements
- Minimum 2 directors for a private Section 8 company (3 for a public one); up to 15, more by special resolution
- Minimum 2 members (no share capital needed; can be limited by guarantee)
- A unique company name with a word such as "Foundation", "Forum", "Association", "Federation", "Council", "Chamber" or "Confederation"
- Registered office address in India
- DSC + DIN for all directors
- Memorandum of Association (MoA) + Articles of Association (AoA) with charitable objects
- No minimum capital
Registration Process
Step 1: Get DSC + DIN for all directors
Step 2: Reserve the name (SPICe+ Part A)
A Section 8 name does not need "Limited" or "Private Limited", but it must carry a word such as "Foundation", "Forum", "Association", "Federation", "Council", "Chamber" or "Confederation" that shows the non-profit nature.
Step 3: File SPICe+ Part B with the licence application
The Section 8 licence is no longer a separate application before incorporation. It is applied for inside SPICe+ (with the INC-14 and INC-15 declarations), and the licence (INC-16) is issued together with the Certificate of Incorporation by the Central Registration Centre.
Step 4: After incorporation
Open the bank account, file INC-20A where applicable, and appoint the first auditor within 30 days.
Step 5: Apply under Sections 332 + 354 (formerly 12A + 80G), then FCRA
Since 1 April 2026, 12A and 80G are registration under Section 332 and approval under Section 354 of the Income-tax Act, 2025. A new company applies in Form 104, which is decided by CIT (CPC); the regular application in Form 105 later goes to CIT (Exemptions). FCRA (foreign donations) is a separate application to the Home Ministry.
Timeline & Fees
| Item | Timeline | Cost |
|---|---|---|
| DSC + DIN (per director) | 1-2 days | ₹500-₹1,500 per director |
| Name reservation (SPICe+ Part A) | 2-5 days | ₹1,000 |
| SPICe+ incorporation with Section 8 licence (INC-16) | 7-15 days | MCA fee by capital, at actuals |
| Stamp duty | Same day | State-wise |
| Form 104 (Sections 332 + 354, formerly 12A + 80G) | Order due within a month from the end of the month of application | No government fee |
| FCRA (after 3 years of activity, or prior permission earlier) | Usually several months | Government fee at actuals |
| Our total fee | 30-45 days | From ₹8,999 |
Section 8 vs Trust vs Society
| Parameter | Section 8 | Trust | Society |
|---|---|---|---|
| Governing act | Companies Act 2013 | State public trust law or a registered trust deed (Indian Trusts Act 1882 covers private trusts) | Societies Registration Act 1860 or the state act |
| Members | Members + directors | Trustees + beneficiaries | Governing council + members |
| Liability | Limited | Trustee personal liability possible | Limited |
| Tax benefits (Sections 332 + 354, formerly 12A + 80G) | Yes (eligible) | Yes (eligible) | Yes (eligible) |
| FCRA eligible | Yes (registration after 3 years; prior permission before that) | Yes (same) | Yes (same) |
| Annual compliance | High (ROC filings) | Low (ITR and audit) | Moderate (annual return) |
| Credibility with donors | High | Moderate | Moderate |
| Best for | Large NGOs, social enterprises | Family trusts, schools | Clubs, small NGOs |
If a trust or society suits you better, see our trust registration (from ₹4,499) and society registration (from ₹5,999) services. Whichever structure you choose, foreign donations need FCRA registration first.
Frequently Asked Questions
Q: Can a Section 8 company have shareholders?
A: Yes, Section 8 can be limited by shares or by guarantee. If by shares, the shares are held by members. If by guarantee, each member undertakes to contribute the amount stated in the memorandum in case of winding up.
Q: Can Section 8 distribute profits?
A: No. Section 8 companies cannot distribute profits as dividends. All profits must be used to promote the charitable objects.
Q: Can a Section 8 company receive foreign donations?
A: Yes, with FCRA registration. Apply separately for FCRA certificate from the Home Ministry (FCRA registration). Initial registration is valid for 5 years, renewable.
Q: Is GST applicable on Section 8 company?
A: A Section 8 company needs GST registration once its taxable turnover crosses the threshold (₹20 lakh for services in most states). Income from charitable activities (donations, grants) is generally exempt from GST. Income from commercial activities (sale of goods, services for a fee) is taxable.
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