Section 8 of the Companies Act, 2013 governs not-for-profit companies in India — the legal vehicle of choice for NGOs, social enterprises, foundations, and impact-driven entities that want corporate-grade governance without distributing profits to members. With over 25,000 active Section 8 companies as of 2026, this structure has overtaken trusts and societies as the most-preferred NGO format. Here's the complete registration walkthrough.

What is a Section 8 Company and how does it differ from a Trust or Society?

A Section 8 Company is a registered limited company whose entire profit must be applied toward its charitable / social object — promotion of commerce, art, science, sports, education, research, social welfare, religion, charity, or protection of the environment. Members cannot receive any dividend; surplus is ploughed back.

FeatureSection 8 Co.TrustSociety
Governing lawCompanies Act, 2013Indian Trusts Act, 1882Societies Registration Act, 1860
Recognising authorityMCA (central)State sub-registrarState Registrar of Societies
Minimum members2 directors + 2 shareholders2 trustees7 members
National operationsYes, by defaultLimited to stateLimited; needs special registration
Annual filingsStrict (MCA + IT)MinimalState-specific
FCRA eligibilityExcellentGoodGood
CSR fund eligibilityTop tierMid-tierLower-tier

For an NGO planning to receive CSR funds, foreign donations under FCRA, or operate across multiple states, Section 8 is decisively the strongest format.

What are the eligibility requirements?

  • Minimum 2 directors, of whom at least 1 must be an Indian resident
  • Minimum 2 shareholders (can overlap with directors)
  • Charitable object clause must be drafted to satisfy section 8(1) — promotion of commerce, art, science, sports, education, research, social welfare, religion, charity, or protection of environment
  • No minimum capital, but most successful applicants start with ₹1 lakh authorised + ₹10,000 paid-up
  • The MoA must explicitly prohibit dividend distribution; the AoA must restrict member rights

How does the registration process actually work?

  1. DSC + DIN for all directors (Day 1-2)
  2. Name reservation via SPICe+ Part A — name MUST end with "Foundation", "Federation", "Council", "Association", "Forum" or similar non-commercial suffix (NOT "Pvt Ltd" or "Limited"). Day 3-4.
  3. INC-12 application for the section 8 licence — supported by detailed MoA, AoA, founder background, projected income/expenditure, and proposed activity statement. Day 5-7.
  4. Regional Director (RD) scrutiny — the RD reviews the public interest argument. Day 8-25.
  5. Licence issuance + SPICe+ Part B filing in parallel for COI + PAN + TAN. Day 25-35.

Realistic timeline: 30 to 45 working days end-to-end — significantly longer than a regular Pvt Ltd (10-15 days) because of the RD licence step.

What documents are needed for Section 8 registration?

  • PAN, Aadhaar, address proof, photo of every director / shareholder
  • Registered office proof — rent agreement + NOC + electricity bill, OR sale deed
  • Charitable purpose statement — 2-page note explaining what social/charitable activity will be undertaken, beneficiary class, and how surplus will be used
  • Estimated income and expenditure for the next 3 years, with assumptions
  • Founders' background — biographies showing relevant experience or commitment to the cause
  • Declarations under INC-15 (subscriber affidavit) — must be notarised

What are the major tax and operational benefits?

  • Section 12A income tax exemption — once approved by IT department, the entity's income from the charitable object is fully tax-exempt
  • Section 80G donation deduction — donors can claim 50%-100% deduction on their taxable income
  • FCRA registration — eligibility to receive foreign contributions after 3 years of activity (or via prior permission earlier)
  • CSR fund eligibility — listed companies must spend 2% of net profits on CSR via eligible entities
  • Stamp duty exemption in many states
  • No minimum capital requirement and zero stamp duty on MoA/AoA compared to regular Pvt Ltd

Set up your NGO the right way

Our Section 8 Company Registration service handles MoA drafting, RD licence application, name reservation, and IT 12A/80G applications post-incorporation. Flat ₹14,999 + government fees, with a dedicated NGO compliance expert through the entire cycle.