Section 8 company registration means incorporating a not-for-profit company under Section 8 of the Companies Act, 2013: the licence and the certificate of incorporation are issued together on one SPICe+ filing, there is no minimum capital, and profits can never be paid out to members. CorporateWalla files it from ₹8,999 plus government fee and stamp duty, in about 15 working days. A Section 8 company is what you incorporate when the money is going to come from institutions rather than only from people who already know you. Corporates running CSR programmes, grant-making foundations and government departments all want a structure they can verify on a public register before they release funds. That verifiability is what you are buying, and it is worth the heavier compliance only if institutional funding is genuinely your plan.
| Question | Short answer |
|---|---|
| Law | Section 8 of the Companies Act, 2013, read with Rule 19 of the Companies (Incorporation) Rules, 2014 |
| Licence form | No separate INC-12 for a new company: the licence is applied for inside SPICe+ (INC-32) and issued as INC-16 with the certificate of incorporation |
| Minimum capital | None. It can have share capital of any amount, or be limited by guarantee without share capital |
| Minimum people | Private: 2 directors and 2 members. Public: 3 directors and 7 members |
| Name | Must carry a word such as Foundation, Forum, Association, Federation, Council, Chamber or Confederation; "Private Limited" is not needed |
| Profit | Applied only to the objects; no dividend or distribution to members |
| Our fee | From ₹8,999 plus GST; government fee and stamp duty extra, at actuals |
| Typical time | About 15 working days for licence and incorporation, if the objects are accepted first time |
| Next step | 12A and 80G registration under Sections 332 and 354, then CSR-1 if CSR money is the plan |
All three can be registered under Sections 332 and 354, receive CSR money once they meet Rule 4(1), and apply for FCRA later. What differs is who regulates them, how easily outsiders can verify them, and what they cost to keep compliant.
| Point | Section 8 company | Public charitable trust | Society |
|---|---|---|---|
| Law | Companies Act, 2013 (central) | State public trust law where one exists; otherwise a registered trust deed | Societies Registration Act, 1860 or the state's own Act |
| Registered with | Registrar of Companies (MCA) | Sub-Registrar, or the Charity Commissioner in states such as Maharashtra and Gujarat | State Registrar of Societies |
| Founders | 2 directors and 2 members (private) | A settlor and trustees; two or more trustees is usual | Seven or more persons under the 1860 Act |
| Public record | MCA master data, filings and directors visible to any donor | Limited, varies by state | Limited, varies by state |
| Annual filings | Audit, AOC-4 and MGT-7 every year, plus income-tax return | Income-tax return and audit; state filings vary | Income-tax return and audit; annual list of members in many states |
| Changing objects or management | Needs Registrar approval; board changes are filed online | Usually needs a deed amendment, sometimes court or Charity Commissioner approval | Special resolution and filing with the Registrar of Societies |
| Best fit | CSR, institutional grants, operations across several states | Family or small-group charity funded by individuals | Membership bodies, associations, local institutions |
If the trust route fits better, we will say so before you pay. In Kolkata, Bengaluru and the NCR the state stamp duty and registration practice differ, so see our local pages for Section 8 registration in Kolkata, Bengaluru and Delhi NCR.
Our price is the professional fee. The government fee is extra: you pay the MCA charges on SPICe+ and the stamp duty on the memorandum and articles at actuals, and they are shown as separate lines in the quote. Stamp duty on these two documents is collected by the MCA on behalf of the state, at the state's rate.
| State | Stamp duty on MOA and AOA of a Section 8 company (MCA e-stamp schedule) |
|---|---|
| Delhi | NIL |
| West Bengal | NIL |
| Karnataka | NIL |
| Maharashtra | NIL |
| Uttar Pradesh | NIL only for a Section 8 company without share capital; otherwise the ordinary company rates apply |
| Other states | Varies: some are nil, some apply flat or capital-linked rates. We quote yours before filing |
Source: MCA e-stamp rate schedule, checked October 2026. A small stamp duty on the incorporation form itself still applies in most states. The state Stamp Act prevails if it differs from the MCA schedule.
| When | What | Why it matters |
|---|---|---|
| Within 30 days of incorporation | First board meeting; first auditor appointed by the board | Section 173(1) and Section 139(6); we file ADT-1 for the appointment as well |
| Soon after incorporation | Form 104 for provisional registration under Section 332 and approval under Section 354 | Covers the first year's grants and donations |
| Within 180 days, if the company has share capital | INC-20A declaration of commencement of business | A company limited by guarantee without share capital does not file it |
| Every year | Statutory audit, AGM, AOC-4 and MGT-7 (not MGT-7A) | A Section 8 company is never a "small company", at any turnover |
| When CSR funding is the plan | CSR-1 on the MCA portal | Needs the Section 332 and 354 registration first |
From the second year, books and returns are handled through our NGO accounting service, and the ROC filings through annual compliance for companies.
Pick the speed and depth that matches your need. Same quality, same CA team — only the timeline changes.
Timeline: About 15 working days
Timeline: About 15 working days
Timeline: About 15 working days
Government fee — paid by you at actuals
Government fee is extra and shown separately from our professional fee: MCA charges on SPICe+ and stamp duty on the memorandum and articles are paid by you at actuals. The MCA e-stamp schedule lists NIL stamp duty on the memorandum and articles of a Section 8 company in Delhi, West Bengal, Karnataka and Maharashtra, and in Uttar Pradesh for a Section 8 company without share capital; elsewhere the rate depends on the state and your capital structure, and you get the expected figure for your state with the quote. Digital signature certificates are charged at actuals beyond the two included, and the Section 332 and 354 applications themselves carry no government fee.
Every price above is a professional fee, excluding GST and government charges. 50% upfront, 50% on delivery.
All fees and charges listed are indicative only and do not constitute a binding offer. Final amounts may vary depending on the volume of work and the complexity involved.
Section 8 company against trust against society, decided by where the money is coming from. Then the object clause, drafted for what you will be doing in year four rather than only in month one, because amending it later is a fresh approval.
A name ending in Foundation, Association, Council or Federation, digital signatures for every subscriber and director, and the three-year income and expenditure projection Rule 19(3) requires. The Registrar will not grant the licence without a signed projection consistent with the objects.
INC-13 memorandum, INC-14 professional declaration and INC-15 applicant declaration, filed through SPICe+ Part B with AGILE-PRO-S, PAN and TAN. No INC-12: the licence is integrated, and INC-16 issues alongside the certificate of incorporation.
Form 104 for provisional registration, or Form 105 where regular registration applies under Rule 181. These are what used to be called 12A and 80G, and the timing matters because year one income needs to be covered.
First auditor appointed and ADT-1 filed, statutory registers opened, and where CSR money is the plan, CSR-1 filed on the form revised in July 2025 with the Rule 4(1) route documented and objects mapped against Schedule VII.
Tell us your requirement, a CA will call you in 30 minutes.
12A registration is now registration under Section 332 and 80G approval is approval under Section 354, filed in Form 104 or Form 105. Existing registrations carry forward under Section 355 until expiry, so nobody reapplies, but the forms and the vocabulary have moved.
A Section 8 company established by the funding company itself can receive CSR money from day one. An independently founded one needs three years of similar activity first. Same structure, entirely different commercial position, and it is settled at incorporation by who subscribes to the memorandum.
The licence application is integrated into SPICe+ and INC-16 issues with the certificate of incorporation. Anyone quoting you for a separate INC-12 filing on a fresh incorporation is working from stale guidance.
Registrar queries on objects are the commonest cause of delay, and objects that are too narrow have to be amended by a fresh approval once the work changes. We draft for where the organisation is going, not only where it starts.
Section 2(85) excludes Section 8 companies, so audit applies from year one at any turnover, the annual return is MGT-7 rather than MGT-7A, and a cash flow statement is required. Budget for the compliance before you incorporate, not after.
If your objects are local, your funding comes from individuals, and a small group will run it, a public trust is cheaper and entirely adequate. Gujarat public trusts in particular are a genuinely strong alternative. We say so before you pay.
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