Starting a Section 8 Company in India is a popular choice for individuals and organizations aiming to promote charitable objectives such as education, social welfare, art, science, religion, environmental protection, or other non-profit causes. During the registration process, one crucial document required is INC-15. This declaration plays a vital role in obtaining approval from the Registrar of Companies (ROC).
In this detailed guide, you will learn everything about INC-15 for Section 8 Company, including its meaning, purpose, format, filing process, legal requirements, and common mistakes to avoid.
What is INC-15 for the Section 8 Company?
Form INC-15 is a declaration under the Companies Act, 2013, specifically required for the incorporation of a Section 8 Company in India.
This declaration is given by:
- Each person making the application
- Subscribers to the Memorandum of Association (MOA)
- Proposed directors of the company
Through INC-15, the applicants confirm that:
- The company will work only for charitable or non-profit objectives
- Profits or income will be used solely for promoting its objectives
- No dividend will be distributed to members
- The company will comply with all Section 8 provisions under the Companies Act, 2013
In simple terms, INC-15 is a legal commitment that the company will function as a genuine non-profit organization.
Purpose of INC-15
The Ministry of Corporate Affairs (MCA) requires INC-15 to ensure transparency and prevent misuse of the Section 8 Company status.
Main Objectives:
1. Legal Assurance
It assures the government that promoters understand the obligations of a Section 8 Company.
2. Non-Profit Commitment
It confirms that profits will not be distributed among members.
3. Compliance Declaration
It binds directors and subscribers to comply with Section 8 regulations.
4. Fraud Prevention
It prevents businesses from falsely registering as charitable entities for tax or regulatory benefits.
Why is INC-15 Mandatory?
Section 8 Companies enjoy several advantages:
- Tax exemptions (subject to registrations like 12A and 80G)
- No minimum capital requirement
- Enhanced credibility
- Separate legal identity
Because of these benefits, the government mandates INC-15 as a safeguard before granting the Section 8 license.
Without INC-15:
- The incorporation application may be rejected
- ROC may raise resubmission queries
- Approval under Section 8 may be delayed
Legal Provision Governing INC-15
INC-15 is governed by:
Rule 19 of the Companies (Incorporation) Rules, 2014
As per this rule:
Every applicant seeking a license under Section 8 must submit a declaration in Form INC-15 confirming compliance with Section 8 requirements.
Contents of INC-15
The declaration generally includes:
Basic Information:
- Name of proposed Section 8 Company
- Name, address, and occupation of subscribers/directors
- Objective of the company
Legal Declaration:
- Company intends to promote commerce, art, science, education, social welfare, religion, charity, environmental protection, or similar objectives
- Income will be used only for promoting objectives
- No dividend distribution
- Compliance with Companies Act provisions
Verification:
- Signature of each applicant
- Date and place of execution
Who Must Sign INC-15?
INC-15 must be signed by:
Individual Applicants:
- All subscribers to MOA
- All proposed directors
In Case of an Organization as Subscriber:
- Authorized representative signs on behalf of the entity
Important Note:
Signatures must match DSC (Digital Signature Certificate) records used during incorporation.
When is INC-15 Filed?
INC-15 is submitted during the Section 8 Company incorporation process along with:
- SPICe+ Part B
- INC-13 (MOA)
- INC-14 (Declaration by Professional)
- INC-16/17 (License)
- AOA (Articles of Association)
- Financial estimates
- Identity and address proofs
It is uploaded as an attachment to the incorporation application filed with MCA.
Step-by-Step Process to Prepare INC-15
Step 1: Draft the Declaration
Prepare the declaration in the prescribed format as per the Companies (Incorporation) Rules.
Step 2: Mention Subscriber Details
Include:
- Full name
- Address
- Occupation
- DIN/PAN where applicable
Step 3: State Charitable Objectives
Clearly define the purpose of the Section 8 Company.
Step 4: Execute on Stamp Paper (if applicable)
Some professionals recommend execution on appropriate non-judicial stamp paper depending on state practices.
Step 5: Sign and Verify
All subscribers and directors must sign.
Step 6: Attach with Incorporation Forms
Upload on MCA portal with SPICe+ application.
Sample Format of INC-15
Declaration
“I/We, the undersigned, being the applicant(s) for registration of a company under Section 8 of the Companies Act, 2013, hereby declare that:
- The draft memorandum and articles of association have been drawn up in conformity with Section 8 provisions.
- The company’s objects shall be pursued only for promoting charitable purposes.
- Profits, if any, shall be applied solely for promoting its objectives.
- No dividend shall be paid to members.”
Documents Required Along with INC-15
To avoid rejection, keep these documents ready:
- PAN card of subscribers/directors
- Aadhaar/passport/voter ID
- Address proof
- Passport-sized photographs
- MOA (INC-13)
- AOA
- Estimated future income and expenditure statement
- INC-14 by CA/CS/CMA
- Registered office proof
Common Mistakes to Avoid
1. Incorrect Objective Clause
Ensure objectives strictly match Section 8 purposes.
2. Missing Signatures
All subscribers must sign.
3. Name Mismatch
Names should match PAN and DSC records.
4. Improper Attachment
Uploading incorrect or unsigned INC-15 may lead to rejection.
5. Profit-Oriented Language
Avoid wording suggesting commercial profit motives.
Benefits of Proper INC-15 Filing
A correctly filed INC-15 helps:
- Faster ROC approval
- Smooth Section 8 license issuance
- Reduced resubmission chances
- Better legal compliance
- Strong credibility for grants and CSR funding
Penalty for False Declaration
Providing false information in INC-15 can attract:
- Rejection of incorporation
- Penalties under Companies Act
- Cancellation of Section 8 license
- Legal prosecution for fraud or misrepresentation
Honesty and accuracy are essential.
Professional Assistance for INC-15
Since Section 8 registration involves multiple legal documents, many applicants seek help from:
- Chartered Accountants (CA)
- Company Secretaries (CS)
- Legal consultants
Professional support ensures:
- Proper drafting
- Compliance with MCA norms
- Faster registration
- Reduced legal errors
Conclusion
INC-15 for Section 8 Company is more than just a declaration—it is a legal promise that your organization will operate solely for charitable and non-profit objectives. Proper preparation and filing of INC-15 are essential for successful Section 8 Company registration in India.
If you are planning to establish an NGO, charitable institution, educational foundation, or social welfare organization, understanding INC-15 can save you time, prevent rejection, and ensure legal compliance.
Before filing, always verify all details, align your objectives with Section 8 provisions, and seek expert guidance if necessary. A strong foundation begins with accurate documentation, and INC-15 is one of the key pillars of that process.
ALSO READ
RCH Portal Online Registration