Section 8 Company (NGO) Registration

Non-profit company registration for charitable and social impact organizations.

A Section 8 company is a not-for-profit incorporated under the Companies Act for charitable, educational, scientific or similar objects, which applies its income to those objects and pays no dividend to its members. It is the most credible of the not-for-profit structures for anyone raising institutional or corporate funding — a licence from the Central Government stands behind it — and it is also the most demanding to run, because it carries full company compliance with the added condition that the profits can never be distributed.

Who this is for

Non-profit structure
Tax exemption
CSR funding access
Professional credibility

The process

What we actually do

1
We compare it against a trust and a society honestly
A trust is quickest and cheapest; a society sits in between; a Section 8 company is the most work and the most credible. If the funding will come from corporates or institutions, the extra work usually pays for itself. If it will come from individuals locally, it often does not.
2
We obtain the licence in Form INC-12
A Section 8 company cannot be incorporated without a licence from the Central Government, applied for with the draft memorandum, the projected income and expenditure for three years, and a declaration of the objects.
3
We draft the objects and the non-distribution clause
The memorandum must apply income solely to the objects and prohibit any dividend to members. The objects clause is also what the income tax exemption application is later assessed against, so it is drafted with 12A in mind rather than rewritten later.
4
We incorporate through SPICe+
Once the licence is issued, incorporation follows the normal route. The name carries no 'Limited' or 'Private Limited' suffix — that exemption is one of the visible marks of a Section 8 company.
5
We handle 12A, 80G and, where needed, FCRA
Registration under section 12A exempts the organisation's own income; 80G lets donors claim a deduction, which is usually what donors ask about first. Foreign contributions need separate FCRA registration, which has its own qualifying period.

Who this is for

Founders setting up an NGO that will seek CSR funding, where corporates prefer a Section 8 company
Educational, scientific and research initiatives needing a durable corporate form
Organisations intending to apply for 12A and 80G registration under the Income-tax Act
Groups that need the governance credibility a licensed structure gives donors

How long it takes

Thirty to forty-five working days including the INC-12 licence, which is the step that governs the timeline. The 12A and 80G applications follow incorporation and take their own time.

If you do nothing

A not-for-profit run without a formal structure cannot hold property in its own name, cannot open an account that outlives its founders, and cannot receive CSR funding at all — corporate donors require a registered entity with 12A and 80G. The activity may continue informally; the funding that would sustain it will not.

The law, in figures

Dates, thresholds and sections

Every figure below carries the provision it comes from, so it can be checked.
What	Figure	Source
Governing provision	Section 8, Companies Act 2013	Companies Act 2013
Licence	Form INC-12, from the Central Government, before incorporation	Rule 19, Companies (Incorporation) Rules 2014
Dividend	Prohibited — income must be applied to the objects	Section 8(1)(b) and (c), Companies Act 2013
Name suffix	Exempt from using 'Limited' or 'Private Limited'	Section 8(1), proviso
Income tax exemption	Section 12A registration, with 80G for donor deduction	Sections 12A and 80G, Income-tax Act 1961
Revocation	The licence may be revoked where the objects are contravened	Section 8(6), Companies Act 2013

What usually goes wrong

Drafting objects that do not match what the 12A application will later be assessed against
Assuming Section 8 status alone gives income tax exemption — 12A is a separate registration
Paying members through remuneration structured to resemble a distribution of profit
Accepting foreign contributions without FCRA registration
Underestimating that full company annual compliance applies, audit included

What non-compliance costs

Revocation of the licence under section 8(6) where the objects are contravened
Loss of 12A exemption, making the organisation's income taxable
The usual ₹100 per day per form on late annual filings, uncapped
Penalty on the company and officers where profits are applied other than to the objects

These are statutory amounts, not our fees. What we charge depends on your situation and is quoted before any work starts.

Not to be confused with

These come up in the same conversation and are routinely treated as the same thing. They are not.

Trust

A charitable trust is created by a deed and registered with the state charity authority. It is faster and cheaper but carries less governance and is generally less acceptable to institutional funders.

Society

A society is registered under the Societies Registration Act with a state registrar, governed by a managing committee. It sits between a trust and a Section 8 company in both effort and credibility.

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