Section 8 company

What is section 8 Company as per IT Act 2013?

A company having the objectives of promoting arts, commerce, science, research, education, sports, charity, social welfare, religion, environment protection, or other similar objectives these Companies defined as Section 8 Company under companies Act 2013.

Features of Section 8 Company

Shareholders and directors

• The company must have a minimum of two shareholders,
• It is important to have a minimum of two company Directors,
• The Directors and the Shareholders can be the same person.

Flexibility
Section 8 Company requires lesser legal formalities as compared to a public company. Section 8 company enjoys the benefits of special exemptions and privileges under the company law.

Separate legal entity:
Section 8 companies are companies registered under companies Act 2013 having separate legal entity from its members.

No dividend
The members of section 8 company do not receive any dividend.

Privileges for Section 8 Company

• A firm may be a member of the Section 8 Company in its individual capacity
• A Section 8 company shall not alter the provisions of its memorandum or articles except with the previous approval of the Central Government.
• No Minimum paid-up capital is not required to form section 8 Company
• It is also exempted from Stamp duty registration
• The Tax deductions benefits u/s 12AA and u/s 80G of Income Tax Act to the donors of the company

Minimum requirements for section 8 Company

Shareholder

Minimum of two shareholders required for forming section 8 Company

Directors

• Minimum no required for Directors is two (Directors and shareholders can be the same person);
• At least one Director should be the resident in India

Capital

There is No Minimum capital requirement for section 8 company

Documents

• In case of the Indian nationals Income-tax PAN is a mandatory requirement;
• Identity Proof like a Voter ID/Aadhaar Card/Driving License/Passport is required;
• In case of the foreign nationals Passport is a mandatory requirement for the proof of identity;
• Proofs of Residence i.e. Electricity Bill/Telephone Bill/Mobile Bill/Bank Statement;
• Registered Office address proof is re(that is the rent agreement along with latest rent receipt and a copy of the latest utility bill in the name of the landlord and a no objection certificate from the owner of the premises, in case the premises are rented);
• In case if the premises are owned by either the Director or the Promoters, any of the documents establishing the ownership such as Sale Deed/House Tax receipt etc. along with the no objection certificate is required.

Exemption for Section 8 companies

• Company Secretaries are not mandatory for section 8 Company
• No minimum share capital required
• Prior and short notice period of 14 days for Annual General Meetings
• Recording for the MOM is not required unless needed
• One director can take up more than 20 Section 8 company positions in various other companies.

Income tax exemptions

Section 8 company will be taxable @30%. However, in case Company is registered under section 12AA (tax exemption) of the income tax act, then profit of the company will be exempt completely and no tax is levied on the company. As per Section 12AA of Income Tax Act, an application is required to be filed to the Income-tax commissioner with the necessary supporting documents. On the satisfaction of the commissioner, they may grant the tax exemption to the company.

Frequently asked questions

1. Can Section 8 company be listed company?
   Ans. Yes, under Section 8(1) of the Companies Act, 2013 person or association of persons will be registered as a Section 8 Company after fulfilment of certain conditions and procedure as prescribed therein.
2. Why Sec 8 is better over NGO or trust?
   Ans. Section 8 Company also holds its own identity like other companies structures, and has its own separate legal entity from its member. Section 8 Company also has a perpetual existence that means member may come go company last for end. Section 8 Company has more credibility as compared to any other Non-profit organization structure, a Trust or Society.
3. Who can form Section 8 Company?
   Ans. As per the Companies Act, 2013, Section 8 companies can be formed either as Private Limited, LLP or Public. Section 8 companies are formed with a charitable objective of social welfare, without any intention to get any kind of profit or dividend.
4. Can section 8 company be converted into one person Company?
   Ans. No, Section 8 Company cannot be converted into a One Person Company.