Procedure To Covert An Educational Institution To A Section 8 Company

Procedure to covert an educational institution to a Section 8 Company:
A society can be formed under section 20 of the Societies Act, 1860 and can be described as a group
of persons coming together for charitable activities like Education, Art, Music, Cultural, sports etc.
Only a registered society can be converted into a company.
A special resolution has to be passed with 3/4 th members voting for in favour of converting the
society into a company. The said resolution should pass the full legitimate test either in person or by
proxy to be passed by total members present and voting. There should be Seven or more person
present at the time of conversion and prior consent from secured and unsecured creditors to be
taken.
Section 8 companies which may be incorporated for charitable or not-for-profit purposes like
education with an intent to utilise the profits, if any, and any other income for the completion of the
objectives set forth by the said company. No dividend to be paid to the members and such
companies can be incorporated without using the words “LIMITED” or “PRIVATE LIMITED” and also
there is no requirement of minimum capital. These societies are only incorporated by way of
guarantee. The procedure laid down in Chapter II of the companies Act for formation of the
company shall be applicable for the mutatis mutandis for incorporation of society as well.
A defaulter society will not be allowed to register under the Section 8 Company.
An application is to be filed under Form No. INC-1 shall be moved to the ROC for the reservation of
the name of the company which shall be same as that of the society.
A registered society shall submit Form URC 1 for proposed conversion of the society to company
limited by guarantee and shall attach the following documents:
1. A list of members of society showing the names, address and occupations.

2. A list of proposed directors of the proposed Section 8 Company.
3. A list comprising the names and addresses of the seven or more members of the governing
body of the society with a Declaration of 2 or more directors verifying the particulars of all
member.
4. A copy of the society registration certificate.
5. Written consent or a NOC from all secured creditors of the applicant mentioning the total
o/s amount with date and other related details.
6. Copy of resolution passed for not less than 3/4 th members of the society and with the
declaration of the amount of guarantee and consenting to registration with Limited Liability.
7. An undertaking to comply with the requirements of the Indian Stamps Act, 1899.
8. Latest ITR/ Assessment order of the Society.
9. A list of the cases pending before any court or forum along with their current status.
10. The society shall publish a notice in one vernacular newspaper in the district where the
registered office of the proposed company is going to be established and one publication in
English language newspaper which is circulating in the District. A copy of the same notice
shall be sent to the registrar within a week from the date of making an application in Form
No.INC 26.
11. Another advertisement shall be published seeking for any objections with a 21 days’ notice.
12. A publication with notice served to the Registrar of the Society along with proof of the
notice served.
13. Certified statement of accounts by the Auditor prepared not later than 15 days preceding
and a copy of the previous year’s Audited Financial Statements.
14. Intimation of the intent of converting the society to the Commissioner of Income Tax
(exemption) if the Society was formed under Section 12A of the Income Tax Act, 1961.
However the Registrar may require the applicant to furnish the approval or concurrence of any
appropriate authority, regulatory body, department or Ministry of the State or Central
Government. The Registrar shall, after considering any objection, if any, received by it within 30
days from the date of publication of notice, decide whether or not the license to be granted.
Licensing of Section 8 Company:
An application under Form INC-12 for issuance of a license under Section 8 of the Companies
Act, shall be made with the Regional director, Ministry of Corporate Affairs after the approval of
URC-1 by the registrar of companies. The application shall be accompanied by the following
documents:
1. MOA and AOA.

2. A declaration under form INC-14 by an Advocate, CA or cost accountant declaring that all the
MOA and AOA has been drafted in line with the process laid down under Section 8 of the
Act, and all the registration process for Section 8 company and all documents have been
complied with.
3. Financial statement, board’s report and audit report for the last 2 years immediately
preceding the date of the application.
4. Statement showing the Assets and Liabilities of the company as on date or within 30 days
preceding that date.
5. An estimate of the future income and expenses of the company and source of such incomes
and the expenses.
The license shall be issued by the registrar by any conditions as it deems fit under INC-16/INC-17.

Procedure To Covert An Educational Institution To A Section 8 Company

Uploaded by

Copyright:

Available Formats

Procedure To Covert An Educational Institution To A Section 8 Company

Uploaded by

Document Information

Original Title

Copyright

Available Formats

Share this document

Share or Embed Document

Sharing Options

Did you find this document useful?

Is this content inappropriate?

Copyright:

Available Formats

Procedure To Covert An Educational Institution To A Section 8 Company

Uploaded by

Copyright:

Available Formats

Procedure to covert an educational institution to a Section 8 Company:

1. A list of members of society showing the names, address and occupations.

Licensing of Section 8 Company:

1. MOA and AOA.

You might also like