Business Formation

When you realize the Company has to be converted into an NGO

When you realize the company has to be converted into an NGO, it is never too late to roll out the conversion process, because the Indian government has room for you guys, it has set rules that is justified and equally viable. With just 2 steps process, you could have your XYZ Company convert into an XYZ Organization.


Conversion of existing limited company into Section 8 Company

A limited company registered under any previous company law or under the Companies Act, 2013, and which is desirous of being registered under section 8, without the addition to its name of the word “Limited” or as the case may be, the words “Private Limited”, can make an application in Form No. INC.12 (Part B) to the Registrar of Companies.

Step 1: Application to accompany certain documents. 

Following documents shall be attached to the application:

(a) the memorandum and articles of association of the company;

(b) the declaration as given in Form No. INC.14 by an Advocate, a Chartered accountant, cost accountant or Company Secretary in practice, that the memorandum and articles of association have been drawn up in conformity with the provisions of section 8 and rules made thereunder and that all the requirements of the Act and the rules made thereunder relating to registration of the company under section 8 and matters incidental or supplemental thereto have been complied with;

(c) For each of the two financial years immediately preceding the date of the application, or when the company has functioned only for one financial year, for such year

(i) the financial statements,

(ii) the Board’s reports, and

(iii) the audit reports relating to existing companies

(d) a statement showing in detail the assets (with the values thereof), and the liabilities of the company, as on the date of the application or within thirty days preceding that date;

(e) an estimate of the future annual income and expenditure of the company for next three years, specifying the sources of the income and the objects of the expenditure;

(f) the certified copy of the resolutions passed in general/ board meetings approving registration of the company under section 8; and

(g) a declaration by each of the persons making the application in Form No. INC.15.

Step 2: Give notice in newspapers:

Within a week from the date of making the application to the Registrar of Companies, the applicant shall publish a notice, in Form no. INC.26, at his own expense:
1. At least once in a vernacular newspaper in the principal vernacular language of the district in which the registered office of the proposed company is to be situated, and circulating in that district, and
2. at least once in English language in an English newspaper circulating in that district; and
3. On the websites as may be notified by the Central Government.

Copy of such notice in newspapers shall be submitted to the Registrar of Companies immediately after their publication.

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