section 8 company

[minal mundra]

Hello everyone

I am incorporating a section 8 company for the first time. I have some doubts that under emoa and eaoa which points do i need to edit compulsorily. and what are the drafts required to attach in part- b form?

[Arun Kumar Maitra]

1. Mandatory Edits in MoA & AoA Drafts

You must use the specific statutory formats prescribed by the Companies Act, 2013. The MoA must follow Form INC-13, and the AoA can be customized based on Table F (for companies limited by shares) or Table H (for companies limited by guarantee]

Compulsory MoA Edits (Form INC-13) Name Clause (Clause I): Insert the exact name approved in SPICe+ Part A. It must include words like Foundation, Association, Forum, Federation, Council, or Institute. It must not include "Limited" or "Private Limited".

• Registered Office Clause (Clause II): State the name of the State where the company is being incorporated.
• Objects Clause (Clause III): Edit this to detail your precise non-profit objectives. Objects must strictly promote Commerce, Art, Science, Sports, Education, Research, Social Welfare, Religion, Charity, or Protection of the Environment.
• Non-Profit/Dividend Restriction Clause (Clause IV & V): Ensure the standard clauses state that all income will be applied solely to promote the company's objects. It must explicitly prohibit the payment of any dividend or bonus to its members.
• Capital Clause (Clause VIII - if applicable): State the exact amount of Authorized and Subscribed Share Capital, divided into a fixed number of shares. Leave this out or alter it to represent a guarantee structure if you are establishing a company limited by guarantee.
• Subscriber Sheet: Fill in the names, addresses, occupations, and number of shares taken by each first subscriber.

Compulsory AoA Edits

• Definition of Terms: Edit definitions to reflect a non-profit character (e.g., removing terms like "shareholders" if it is a company limited by guarantee).
• Board of Directors: Insert the specific names of your first proposed directors.
• Amending Voting Rights: Section 8 companies often choose to cap voting rights per member rather than per share, which must be clearly defined here.
• No Remuneration: Ensure clauses strictly restrict paying salaries or fees to directors/members unless it is for actual out-of-pocket expenses or bona fide services rendered.
• CA CS Arun Kumar Maitra

On Thu, Jul 16, 2026 at 7:24 PM minal mundra <mundra...@gmail.com> wrote:

Hello everyone

I am incorporating a section 8 company for the first time. I have some doubts that under emoa and eaoa which points do i need to edit compulsorily. and what are the drafts required to attach in part- b form?

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[Rohit Raghav]

Please provide same for private company 

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