Name approval is a crucial step in the process of registering a Section 8 company. It involves selecting a unique and appropriate name for the company and getting it approved by the Registrar of Companies (ROC). The name should reflect the company’s objectives and must not be similar to any existing company or trademark.

The Ministry of Corporate Affairs (MCA) provides an online service called RUN (Reserve Unique Name) for checking the availability of a proposed name and reserving it for a period of 20 days. The applicant needs to provide at least one name and a maximum of two names in the order of preference, along with the reasons for choosing the name.

Once the name is submitted through the RUN service, the ROC verifies it for availability and similarity with any existing companies or trademarks. The ROC may ask for additional information or documents if required for name approval. If the name is found to be unique and complies with all legal requirements, the ROC approves it, and the applicant receives a Name Approval Letter.

It is essential to choose the name carefully as it can significantly impact the company’s brand image and recognition. The name must not be misleading, offensive, or violate any laws or regulations. The name approval process is crucial as it ensures that no two companies have the same or similar names, which can lead to confusion among stakeholders.

In case the proposed name is not approved, the applicant can submit a fresh application with a new name or appeal to the Company Law Board (CLB) for name approval. However, it is advisable to choose a unique and appropriate name from the beginning to avoid delays and additional costs.

Sec 8 Company Registration Eligibility Criteria

To register a Section 8 company in India, certain eligibility criteria must be fulfilled. The key eligibility criteria for Section 8 company registration are:

1. Objectives: The primary objective of the proposed company must be to promote social welfare, scientific research, religion, charity, or any other socially beneficial purpose. The company should not be formed for the purpose of making profits or distributing dividends to its members.
2. Directors: The company must have a minimum of two directors, and at least one of them must be an Indian resident. The directors must be over 18 years of age and must not have any disqualifications under the Companies Act, 2013.
3. Members: The proposed company must have a minimum of two members and can have a maximum of 200 members. There is no minimum share capital requirement for Section 8 companies.
4. Name Approval: The proposed company name must comply with the guidelines provided by the Ministry of Corporate Affairs (MCA). The name must not be identical or similar to any existing company or trademark and should reflect the company’s objectives.
5. Memorandum of Association (MOA) and Articles of Association (AOA): The MOA and AOA must be prepared and submitted to the Registrar of Companies (ROC) along with the incorporation documents. The MOA must state the company’s objectives, while the AOA must define the company’s rules and regulations.
6. Registered Office: The proposed company must have a registered office in India from the date of incorporation. The office can be a commercial or residential address, but it must be capable of receiving and acknowledging official communication.

Documents Required for Registration of Section 8 Company

To register a Section 8 company in India, the following documents are required:

1. Memorandum of Association (MOA): This document outlines the objectives and scope of the company. It should be signed by all the promoters of the company.
2. Articles of Association (AOA): This document defines the internal rules and regulations of the company. It should also be signed by all the promoters of the company.
3. Declaration by a Chartered Accountant (CA), Company Secretary (CS) or Cost Accountant: This declaration confirms that all the requirements of the Companies Act, 2013 have been complied with.
4. Affidavit by each Director and Subscriber: This affidavit states that the director or subscriber has not been convicted of any offence in the past and that the information provided in the application is true and accurate.
5. Proof of Address: This could be a utility bill, bank statement, or any other document that shows the registered office address of the company.
6. No Objection Certificate (NOC): This certificate is required from the owner of the registered office premises, stating that they have no objection to the registered office of the company being located at that address.
7. Director Identification Number (DIN) and Digital Signature Certificate (DSC) of all the Directors: DIN is a unique identification number given to every director in India. A DSC is required to sign documents electronically.
8. Pan Card of all the Directors and Subscribers: The PAN card is a mandatory requirement for all directors and subscribers of the company.
9. Passport size photograph of all the Directors and Subscribers.

Online Section 8 Company Registration – A Detailed Process

The process for online registration of a Section 8 company in India is as follows:

Step 1: Obtain Digital Signature Certificate (DSC) and Director Identification Number (DIN) for all the proposed directors of the company.

Step 2: Obtain the name approval for the company through the RUN (Reserve Unique Name) web service of the Ministry of Corporate Affairs (MCA). The name should be unique and should not resemble the name of any existing company.

Step 3: Prepare the Memorandum of Association (MOA) and Articles of Association (AOA) of the company as per the format provided in the Companies Act, 2013.

Step 4: Submit the e-form SPICe (Simplified Proforma for Incorporating Company Electronically) on the MCA website. This form includes details of the proposed directors, subscribers, registered office, and other relevant information.

Step 5: Obtain the Certificate of Incorporation (COI) from the Registrar of Companies (ROC) after the verification of the documents submitted.

Step 6: Apply for the Permanent Account Number (PAN) and Tax Deduction and Collection Account Number (TAN) for the company.

Step 7: Apply for registration under the Goods and Services Tax (GST) Act if applicable.

Section 8 Company Compliances

Once a Section 8 company is registered, it must comply with various legal requirements as per the Companies Act, 2013. Some of the key compliances are:

1. Holding Board Meetings: The Board of Directors must hold meetings at least four times a year. Minutes of these meetings must be recorded and maintained.
2. Conducting Annual General Meeting (AGM): The company must hold an AGM once a year to discuss and approve the annual financial statements, appoint auditors, and approve any changes to the Memorandum or Articles of Association.
3. Filing Annual Returns: The company must file its Annual Return with the Registrar of Companies (ROC) within 60 days of the AGM. The Annual Return contains information about the company’s directors, shareholders, and other details.
4. Filing Financial Statements: The company must file its audited financial statements with the ROC within 30 days of the AGM. The financial statements include the balance sheet, profit and loss account, cash flow statement, and notes to the accounts.
5. Maintaining Statutory Registers and Records: The company must maintain various statutory registers and records, including the register of members, register of directors, register of charges, minutes of board meetings, and minutes of general meetings.
6. Complying with Income Tax Laws: The company must file its income tax returns and pay the applicable taxes on time.
7. Complying with Goods and Services Tax (GST) Laws: If applicable, the company must register for GST and comply with the GST laws, including filing returns and paying the applicable taxes.
8. Appointing an Auditor: The company must appoint an auditor within 30 days of incorporation and continue to appoint auditors annually. The auditor must be a practicing Chartered Accountant.

FAQs on Section 8 Company Registration Online