A Section 8 company carries the heaviest ongoing compliance load of any structure in India. It files everything a private limited company files, plus the obligations that attach to a tax-exempt organisation, plus the conditions on which its licence was granted.
This is the full picture, because a Section 8 quote that covers only incorporation is quoting for the smaller half of the commitment.
The ROC calendar
| Form | What it is | Due |
|---|---|---|
| ADT-1 | Auditor appointment | Within 15 days of the AGM |
| AOC-4 | Financial statements | Within 30 days of the AGM |
| MGT-7 | Annual return | Within 60 days of the AGM |
| DIR-3 KYC | Director KYC, every DIN holder | 30 September |
| DPT-3 | Return of deposits and other receipts | 30 June |
| Annual General Meeting | Within 6 months of financial year end | 30 September |
Statutory audit is mandatory regardless of turnover or activity. There is no small-entity exemption, and a dormant Section 8 company is audited exactly like an active one.
Late ROC filing costs ₹100 per day, per form, with no upper limit, the same regime as any other company. Three consecutive years of default disqualifies every director for five years under Section 164(2)(a), across all their directorships.
Tax compliance for an exempt entity
- Income tax return, on the form applicable to exempt institutions
- Audit report in the form prescribed for entities registered under 12A
- Statement of donations, where required, so donors' deduction claims can be matched
- Application of income to the objects, tracked against the prescribed proportion
- Accumulation of income, where permitted, with the prescribed intimation
Exemption is conditional, not automatic. It depends on income actually being applied to the stated objects in the manner and proportion required. An organisation that accumulates surplus without following the prescribed route can find the exemption disallowed for that year.
Licence conditions
The Section 8 licence is granted subject to conditions, and those conditions are ongoing obligations rather than a one-time hurdle.
- Income and property applied solely to the objects stated in the Memorandum
- No dividend paid to members, in any form
- Alteration of the Memorandum or Articles only with the prescribed approval
- Activities kept within the objects as licensed
Contravention of the licence conditions can lead to the licence being revoked. Where that happens, the company loses the concessions attached to Section 8 status, and the consequences reach the entity's tax position as well as its corporate one.
Renewals that are easy to miss
| Registration | Renewal |
|---|---|
| 12A / 12AB | On Form 10AB, before the granted period expires |
| 80G | On Form 10AB, alongside 12A |
| FCRA | On Form FC-3C, every 5 years |
| CSR-1 | Kept current; depends on live 12A and 80G |
| NGO Darpan | Details kept updated |
A lapsed 12A takes the exemption with it, and a lapsed 80G takes your donors' deduction. Both are avoidable with a diary entry made on the day the certificate arrives.
FCRA compliance, where registered
- All foreign contributions received into the designated FCRA account only
- Separate books of account for foreign contributions
- Annual return to the Ministry of Home Affairs
- Restrictions on transferring foreign contribution to other organisations
- Renewal on Form FC-3C every five years
FCRA is administered strictly and its consequences are severe. Where an organisation holds FCRA registration, this is the compliance stream to resource properly rather than to fit around everything else.
Governance that is worth doing properly
- Board meetings held and minuted, with the statutory registers maintained
- Related party dealings documented and approved
- A clear separation between the organisation's funds and any individual's
- Activity reports that match what the licence application projected
Funders conduct due diligence, and increasingly they look at governance records rather than only accounts. An organisation with clean minutes, current registrations and reports that match its stated objects is a materially easier organisation to fund.
What it all costs
At or above the ₹30,000 to ₹50,000 that a private limited company costs annually. The audit is the same, the ROC filings are the same, and the tax compliance is more specialised rather than less.
Questions About Section 8 Company Compliance
Statutory figures on this page verified 4 August 2026.