Annual Compliance For Section 8 Companies



Quick Summary
Section 8 companies, established for charitable purposes, have specific annual compliance obligations under Indian Company Law. These include mandatory annual filings like AOC-4 and MGT-7, appointing an auditor, maintaining statutory registers, and convening board and general meetings. While exempt from certain provisions like appointing independent directors, they must adhere to meeting frequency and quorum rules.

Under the Company Law provisions, the concept of Section 8 companies permitted companies with charitable objects etc. to be registered without the words 'Limited' or 'Private Limited'.

Section 8 continues to provide for restriction on application of profits and permits the same only for the purpose for which the company is promoted, prohibits declaration of dividend, continues to permit partnership firms to be a member of section 8 companies etc.

Section 8 Company Annual Compliance Guide

3 Key Features of a Section 8 Company

  1. Section 8 companies do not aim to make profits. Their objectives are purely charitable in nature. They aim to further causes like science, culture, research, sports, religion, etc.
  2. Limited liability: Members of these companies can only have limited liability. Their liabilities cannot be unlimited in any case.
  3. Limited liability: Members of these companies can only have limited liability. Their liabilities cannot be unlimited in any case.

Annual Compliance Tracker for Section 8 Companies

Annual Filling is a mandatory for every company, including Section 8 Companies, incorporated in India. The E-form filing along with the required documents must be filed with MCA/ROC.

  1. Appointment of an Auditor: Under Section 139 of the Companies Act 2013, it is mandatory for companies to appoint an auditor.
  2. Maintenance of a Register: The Company shall maintain a statutory register consisting of loans obtained, charges created, its members, etc as enumerated under Section 8 of the Companies Act, 2013.
  3. Convening Meetings: Annual general body meetings and other statutory meetings have to be conducted.
  4. Report by Directors: Directors of the company shall file their annual report, consisting of fiscal data and corporate social responsibilities, in an appropriate manner.
  5. Financial Statement of the Company: The balance sheet, profit and loss A/C, cash flow statement, and other financial statements to be filed by the company for the previous financial year.
  6. Tax Returns: At the end of every assessment year, before the 30th of September (generally), tax returns are to be filed and for this year due date has been extended by the Ministry.
  7. Section 149 not applicable: Section 8 Companies are not under obligation to appoint an independent director and are free from all the consequential provisions concerned with Independent directors.
  8. Board of Directors Meeting: In view of exemption notification read with section 173(1), section 8 companies are required to have atleast one meeting within every 6 calendar months.
  9. Quorum for board meetings: As per section 174(1) read with exemption notification, quorum for board meetings of section 8 companies is eight directors or 25% of its total strength, whichever is lower. However, the quorum shall not be less than two members.
 

Annual Filings

Form No

Compliance

Due Date

AOC-4

Filing of Financial Statements

Within 30 days of the Annual General Meeting

MGT-7

Annual Return

Within 60 days of the Annual General Meeting

ADT-1

Appointment of Auditor

Within 30 days of the Annual General Meeting

 

Disclaimer: Every effort has been made to avoid errors or omissions in this material. In spite of this, errors may creep in. Any mistake, error or discrepancy noted may be brought to our notice which shall be taken care of in the next edition. In no event the author shall be liable for any direct, indirect, special or incidental damage resulting from or arising out of or in connection with the use of this information.

FAQ :

A Section 8 company is registered under Company Law for charitable objects, such as promoting science, culture, or research, and is prohibited from distributing profits or dividends.

Yes, annual filings, including financial statements (AOC-4) and annual returns (MGT-7), are mandatory for all Section 8 companies incorporated in India.

Key requirements include filing financial statements and annual returns, appointing an auditor, maintaining statutory registers, and holding board and general meetings.

Yes, Section 8 companies are not obligated to appoint independent directors and are exempt from related provisions.

Section 8 companies are required to hold at least one board meeting within every six calendar months.

The quorum for a board meeting is eight directors or 25% of its total strength, whichever is lower, but it must not be less than two members.


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Company Secretary

Company Secretary having 8+ years of post qualification experience in the Compliance Management Services industry by serving Corporates including Listed Companies, Corporate Secretarial Firms and LLP. Have a keen interest in the Corporate Governance and Compliance Management and the soaring craving to learn everyday. A ... Read more

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