TaxTMI 
TaxTMI 
Quick Reference on Incorporation of Section 8 Companies
X X X X Extracts X X X X
X X X X Extracts X X X X
....uick Reference on Incorporation of Section 8 Companies<br>By: - Piyush Jain<br>Corporate Laws / IBC / SEBI<br>Dated:- 29-8-2019<br><br>Simplification of process for Incorporation of Section 8 Companies: A "limited company" registered under Companies Act, 2013 or under any previous company law may convert itself into a company licensed under Section 8 of the Companies Act, 2013. * The company sh....
X X X X Extracts X X X X
X X X X Extracts X X X X
....all make an application in Form INC - 12 along with the fee as provided to the Registrar for a license under sub-section (5) of section 8. But with the introduction of Companies (Incorporation) Sixth Amendment Rules, 2019 dated 7th June, 2019 requirement of prior filing of INC-12 for new Section 8 companies has been dispensed with. * Henceforth, Section 8 Companies can be incorporated by either ....
X X X X Extracts X X X X
X X X X Extracts X X X X
....reserving names through Run and filing SPICe thereafter or by directly filing SPICe. Licence No. for a Section 8 company shall henceforth be allotted at the time of incorporation itself. * In view of the above, all pending INC-12 SRNs for new Companies pending at respective RoCs were marked as 'Rejected' on 15th August 2019. Such applicants may thereafter directly file SPICe for obtaining Licens....
X X X X Extracts X X X X
X X X X Extracts X X X X
....e Number and for incorporation of Section 8 Companies. * According to Section 8 of the Act, the applicant has to prove to the satisfaction of the concerned RoC that association is: - * * already in existence as a limited company; * * promoting social welfare activities * * that it prohibits the distribution of any dividend to its members. * The following documents are also requi....
X X X X Extracts X X X X
X X X X Extracts X X X X
....red to be attached while filling of SPICe: * * The MoA and AoA of the company in e-form SPICe MoA and SPICe AoA; * * The declaration as given in Form INC - 14 by an Advocate, a Chartered accountant, Cost Accountant or Company Secretary in Practice; * * For each of the two financial years immediately preceding the date of the application, or when the company has functioned only for o....
X X X X Extracts X X X X
X X X X Extracts X X X X
....ne financial year, for such year * * * the financial statements, * * * the Board's reports, and * * * the audit reports, relating to existing companies * * * A statement showing in detail the assets (with the values thereof), and the liabilities of the company, as on the date of the application or within thirty days preceding that date; * * * An estimate of ....
X X X X Extracts X X X X
X X X X Extracts X X X X
....the future annual income and expenditure of the company for next three years, specifying the sources of the income and the objects of the expenditure; * * * The certified copy of the resolutions passed in general/ board meetings approving registration of the company under section 8; and * * * A declaration by each of the persons making the application in Form INC - 15. * * ....
X X X X Extracts X X X X
X X X X Extracts X X X X
....* List of proposed promoters. * * * List of proposed directors. * * * List of key managerial personnel. * The company shall, within a week from the date of making the application to the Registrar, publish a notice, and a copy of the notice, as published, shall be sent forthwith to the Registrar in Form INC - 26 * It shall be published - * At least once in a vernacular newspap....
X X X X Extracts X X X X
X X X X Extracts X X X X
....er in which the registered office of the proposed company is to be situated or is situated, * * At least once in English newspaper circulating in that district; and * The Registrar may require the applicant to furnish the approval or concurrence of any appropriate authority, regulatory body, department or Ministry of the Central Government or the State Government(s). * The Registrar shall....
X X X X Extracts X X X X
X X X X Extracts X X X X
...., after considering the above compliances may, in its discretion, decide whether the license should or should not be granted. * The licence shall be in Form INC - 16 or Form INC - 17, as the case may be, and the Registrar shall have power to include in the licence such other conditions as may be deemed necessary by him. * The Registrar can also direct the company to insert in its memorandum, o....
X X X X Extracts X X X X
X X X X Extracts X X X X
....r in its articles, or partly in one and partly in the other, such conditions of the license as may be specified by the Registrar in this behalf. ------ The author can be reached at [email protected], +91 - 9873804109, +91 - 9868124109<br> Scholarly articles for knowledge sharing by authors, experts, professionals ....