Cardiff Services

Trust / Society to Section 8 Company

Trust / Society to Section 8 Company Conversion – Overview

Many NGOs and non-profit organizations in India are initially registered as Trusts or Societies. While these forms are simple to establish, they often face challenges such as limited legal recognition, weaker governance standards, and difficulties in raising grants or corporate funding. Converting into a Section 8 Company under the Companies Act, 2013 provides stronger legal standing, structured governance, and greater credibility with donors, corporates, and international agencies.

 

A Section 8 Company enjoys all benefits of a corporate entity — separate legal identity, limited liability, perpetual succession, and better compliance framework — while being allowed to pursue charitable or not-for-profit objectives. The conversion requires approval from the Registrar of Companies (ROC) and, in some cases, the Regional Director, along with amendment of governing documents.

 

At Cardiff Services, we provide end-to-end assistance in converting a Trust or Society into a Section 8 Company, including drafting the new Memorandum & Articles of Association, filing applications with ROC, securing approvals, and updating registrations, so your NGO gains corporate credibility while continuing to focus on its mission.

Key Features of Trust / Society to Section 8 Company Conversion

  • Separate Legal Entity – A Section 8 Company is legally distinct from its members, unlike many societies and trusts.

  • Limited Liability – Members’ liability is limited to their contribution.

  • Structured Governance – Governed by the Companies Act, 2013 with clear compliance, ensuring transparency and accountability.

  • Better Credibility – Highly regarded by government bodies, corporates, donors, and international funding agencies.

  • Tax Benefits – Eligible to apply for registrations like 12A, 80G, and FCRA to receive tax exemptions and foreign contributions.

  • Perpetual Succession – The organization continues regardless of changes in members or management.

  • Access to Funding – Easier to attract CSR funds and institutional grants compared to trusts and societies.

  • Recognition Across India – Section 8 Companies are nationally recognized, with uniform compliance and no state-specific restrictions.

Documents Required for Trust / Society to Section 8 Company Conversion

  • Trust / Society Documents

    • Registration Certificate of the Trust / Society

    • Trust Deed or Memorandum of Association & Rules/Bylaws of the Society

    • Resolution passed by Trustees / Governing Body members approving conversion

  • Identity & Address Proof of Proposed Directors / Members

    • PAN Card (mandatory)

    • Aadhaar Card / Passport / Voter ID / Driving License

    • Latest utility bill or bank statement (not older than 2 months)

    • Passport-size photographs

  • Registered Office Proof

    • Recent electricity/telephone bill of office premises

    • Rent Agreement / Lease Deed (if applicable)

    • No Objection Certificate (NOC) from property owner

  • Company Incorporation Documents

    • Draft Memorandum of Association (MOA) with objects aligned to charitable purposes

    • Draft Articles of Association (AOA)

    • Declarations by Directors in Form INC-15 (stating objectives are charitable and profits will not be distributed)

    • Consent to act as Directors in Form DIR-2

  • Financial & Supporting Documents

    • Latest financial statements of the Trust / Society

    • Statement of assets and liabilities certified by a Chartered Accountant

    • List of donors and governing body members (if applicable)

  • Other Filings

    1. Digital Signature Certificates (DSC) for all proposed directors

    2. Director Identification Number (DIN) or application for DIN

    3. List of proposed promoters and members of Section 8 Company

Step-by-Step Procedure for Trust / Society to Section 8 Company Conversion

  1. Internal Approval

    • Convene a meeting of trustees or governing body members.

    • Pass a resolution approving the proposal to convert the Trust / Society into a Section 8 Company.

  2. Name Approval

    • Apply to the MCA (Ministry of Corporate Affairs) for reservation of the proposed Section 8 Company name through RUN service.

    • Ensure the name reflects charitable objectives and complies with naming guidelines.

  3. Preparation of Documents

    • Draft Memorandum of Association (MOA) and Articles of Association (AOA) aligned to charitable purposes.

    • Obtain declarations from proposed directors (Form INC-15, DIR-2, DIR-8).

    • Prepare affidavits, financial statements, and list of governing members.

  4. Application to Regional Director (RD)

    • File Form INC-12 with RD along with MOA, AOA, declarations, and financial statements.

    • Attach resolution from trustees/society members approving conversion.

  5. Approval from RD

    • The Regional Director scrutinises the application.

    • Once satisfied, issues a license under Section 8 of Companies Act, 2013.

  6. Incorporation with ROC

    • File incorporation forms SPICe+ (INC-32), INC-33 (e-MOA), and INC-34 (e-AOA) with the ROC.

    • Attach RD license, resolutions, and declarations.

  7. Certificate of Incorporation

    • ROC issues the Certificate of Incorporation for the Section 8 Company.

    • From this date, the Trust / Society stands converted into a Section 8 Company.

  8. Post-Conversion Compliance

    • Apply for a new PAN and TAN in the name of the Section 8 Company.

    • Update GST, bank accounts, and licenses.

    • Apply/renew 80G, 12A, and FCRA registrations for tax exemptions and foreign contributions.

    • Inform donors, government authorities, and stakeholders of the new entity status.

Frequently Asked Questions

A company name search ensures that your chosen business name is unique, legally compliant, and not already registered with Companies House UK. It helps you avoid legal disputes, trademark issues, and confusion in the Cardiff business market.

If your desired name is already registered, you’ll need to choose a different name or modify it. Using a taken name could result in rejection by Companies House or potential legal issues. Our experts can help you brainstorm alternative names that are compliant and market-ready.

It’s not advisable to use a name that’s too similar to another company, especially within the same industry. Similar names can confuse customers and risk trademark disputes. A company name search helps you identify these risks early.

For a company name search in Cardiff, you may need:

  • Proposed company name

  • Business entity type (Ltd, LLP, Partnership, etc.)

  • Jurisdiction (Cardiff / UK)

  • Owner or shareholder details (if applicable)

  • Business description

A “high probability” result means your proposed company name is likely to be available, but further checks are recommended. This is why our detailed Cardiff Company Name Search Report includes both identical and similar names for clarity.

Certain words are restricted under UK law (e.g., “bank,” “insurance,” “government”). If you want to use them, you’ll need special approval from regulatory bodies. We guide you through this process if your Cardiff business requires such terms