Section 8 Compliance

Introduction

In this arena, where on a daily basis there are 100s of companies that are getting registered to make a profit out of them, there are also some companies that do not have any motive to earn profit but to work for social causes. These are known to be as Non-Profit organisations.

Table of Contents

Introduction
Importance Of The Annual Compliance
Mandatory Compliance
Event-Based Compliance
Penalties Of Non-Compliance
Expert’s Call

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For registering any such Non-Profit Organisation, Section 8 Companies are best to go with. These are registered under the Companies Act 2013 with the sole objective of social welfare only without taking any profit out of them.

A Section 8 Company has the main objective of promotion of science, art, commerce, sports, charitable activities, etc.

Like any other type of business entity, Section 8 companies are also required to maintain and file compliance. As per guidelines, these companies are not allowed to forget to comply with the compliance. Any failure or delay in this will lead to heavy penalties. Due to non-filing of the compliances MCA has already issued notice to almost 2 lakh companies that got stuck off and almost 3 lakh directors got disqualified - according per one of the MCA’s reports.

Importance Of The Annual Compliance

As per Section 609 of the Companies Act, the Registrar of Companies (RoC) is an authority under MCA that particularly involves the administration of the Companies Act, 2013. The role of these ROCs is to ensure every company registered under the Companies Act are registered as per the details mentioned in the act and are complying with the statutory requirements.

The requirements mentioned in the Companies Act, 2013 which every company registered under the Companies Act, 2013 have to fulfil annually are termed as ROC compliances. These compliances include their annual details like the financial statements or loan details, shareholder and director details, etc. This compliance may sometimes seem a tedious task to follow, however, can result into –

The smooth operation of the company
Transparency in the company’s operations
Better Credibility rate
Attracts more donations
Avoid legal trouble
Build trust among donors
Avoid penalties of non-filing

List of the compliances to be followed by section 8 –

Mandatory Compliance

These are to be filled out annually without fail. These include -

S. No.	Compliance to be done	Form Name	Details	Due Dates
1	Appointment of Auditor	ADT 1	The sole objective of the auditor is to check and verify all the financial filings of the company.	Within 30 days from the date of incorporation/ first Annual General Meeting
2	Maintenance of Financial Statements		Financial records (including Trading Account, Profit and Loss Account and Balance sheet) has to be maintained on an annual basis and must be submitted to the registrar.
3	Registers are to be maintained		The Register must include the details of members, charges, loans and investments.
4	Director’s Report	AOC 4	Directors Report is to be prepared to explain the shareholders the exact financial position of the company and the scope of its business.	30th October
5	Income Tax Return Filing		Income Tax Returns must be filed on or before 30th September of the next financial year.	30th September
6	Hold Board Meeting		Held twice a year and the gap between the two meetings should not be more than 90 days.
7	Hold Annual General Meeting	MGT 15	All the Directors, members, and auditors must be notified about the meeting and the notice should be sent minimum 21 days in advance.	30th September
8	Filing of Financial Statements	AOC 4	It should be filed within thirty days from AGM	Within 30 days of the Annual General Meeting
9	Filing of Annual return	MGT 7	The annual return is to be filed in Form MGT-7 within 60 days from the conclusion of the Annual General Meeting.If Annual General Meeting is not held, the annual return along with the reasons of not commencing AGM, must be filed within sixty days from the days on which the AGM should have been held that is 30 September.Within 60 days of the Annual General Meeting

Event-Based Compliance

If in between the financial year a Section 8 company plans to do any changes in the management part e.g. change in registered office, change in director, adding any shareholder etc. are considered as event-based requirement. These changes are required to be updated to RoC as soon as they are done, this update is termed as Event Based Compliance. These are also mandatory to file. These can be-

S. No.	Compliance Details
1	Appointment, re-appointment of Director
2	Removal of Directors
3	Appointment, re-appointment of Auditor
4	Removal of Auditor
5	Change in the Company’s name
6	Change of Registered Address
7	Amendment in the Memorandum of Association
8	Share Transfer

Penalties Of Non-Compliance

A fine of up to ten lakh rupees can be extended to one crore rupees.
The directors can punished with a fine of up- to INR 25 lakh rupees.
The director can be disqualified
MCA may revoke the license granted to the Section 8 Company in case if it finds that there is any activity running which was not amended in the MOA.
If any fraudulent activity is found to be conducted, then all the members and auditors in default will be liable for action under section 447.

Expert’s Call

Registering a non-profit organisation under Section I may sound easy but from the above discussion, it’s very clear that even an NGO has to maintain and fulfil the requirements as by MCA under the Companies Act 2013 just like any other company. The on-time filing of these compliance gives an advantage to the Section 8 NGO of not standing in pool of penalties also results in easy sail while running it.

The compliances are required to be followed on an annual basis. It’s not only about the filling but it also about the correct filing of the form within due date.

Corpseed advises you that it’s better to avoid the last-minute filing of the forms, as many times the MCA portal also not works due to heavy traffic. Our experts will help you in the filing of all the forms days in advance.

This portion of the site is for informational purposes only. The content is not legal advice. The statements and opinions are the expression of author, not corpseed, and have not been evaluated by corpseed for accuracy, completeness, or changes in the law.