1. Definition-A Section-8 Company is a Company which

(a) has in its objects the promotion of commerce, art, science, sports, education, research, social welfare, religion, charity, protection of environment or any such other object;
(b) intends to apply its profits, if any, or other income in promoting its objects; and
(c) intends to prohibit the payment of any dividend to its members
 

2. Type- Such Company can be formed either as a Public Company or as a Private Company

 

3. Promoters-Following can be the promoters of Company

• a. Natural Person
• b. Company whether incorporated under India or outside India
• c. A partnership firm

 

4. Members and Promoter -Following is the requirement of members pursuant to type of Company:

• a. In case of Public Company: Minimum 7 members and maximum no limit
• b. in case of Private Company: Minimum 2 members and maximum 200 members

5. Directors- Following is the Directors of members pursuant to type of Company:

• a. in case of Public Company: Minimum 3 directors and maximum 15 directors
• b. in case of private company: Minimum 3 Directors and maximum 15 Directors

 

6. Paid Up Capital- Any amount of contribution can be made by promoters of Company provided every promoter shall contribute such amount.

7. Objects-A Section 8 Company shall be incorporated only for following purposes

• a. Promotion of commerce, art, science, sports, education, research, social welfare, religion, charity, protection of environment or any such other objects
• b. Shall not support with its funds any regulation or restriction which, as an object of the company, would make it a trade union.

8. Name-Name of such Companyshall be in consonance to the Objects of company, the Company will be registered as a Limited Company without using the words “Limited” or “Private Limited”


9. Miscellaneous Provisions

• a) Amalgamation-A Section 8 Company can be amalgamated /merged with another Company having same objects as its.
• b) Change of Objects- Memorandum and Articles of such Company can only be changed after the Approval of Central Government
• c) Revocation of License- Central Government can revoke the license of such company after giving an opportunity of being heard if the Company contravene any of the provisions applicable on it as per act.
• d) Consequences of Default- If Company contravene any of the above mentioned provisions of the act Company shall be punishable with a fine from Rs. 10,00,000 to Rs 1,00,00,000 and the directors shall be punishable with an imprisonment of 3 years or a fine of Rs 25,000 to Rs 25 ,00,000 rupees or with both

PROCEDURE  

S. No.	Description	Time
1	Digital Signature Certificate (‘DSC’ )   At least one promoter and every Director of Company shall have a Digital Signature Certificate	2 Working Days
2.	Director Identification Number (“DIN”)   Acquiring DIN of every Director of Company	Within same working day or the same can also be get by Spice 32 form
3.	File RUN   Apply name of Company	3-4 Working Days depending upon the complexity of name
4.	File Spice 32   Form for incorporation of Company	1 Week -2 Week can exceed if department require any clarification or query
5.	Certificate of Incorporation of Company (“COI”)	If all the above documents are found to be satisfactory department shall grant COI to the company