Office Address
88 Broklyn Golden, NY
Send Email
contact@example.com
Call Emergency
+88 036 656 99
IndianTaxPert — Simplifying Business Registration & Compliance in India | Company Incorporation • LLP Formation •
A Section 8 Company can be converted into a Public Limited Company under the Companies Act, 2013. This conversion allows the company to operate commercially, distribute dividends, and raise capital from the public.
At Indian Taxpert, we handle the complete legal process, including Regional Director approvals, ROC filings, tax compliances, and regulatory documentation to ensure a smooth conversion process.
Timeline for Section 8 to Public Limited Conversion
Step 1
30–40 Days
MGT-14 Filing Stage: Board Meeting, 21-day EGM notice, passing Special Resolution, and filing Form MGT-14 with ROC.
Step 2
45–50 Days
INC-18 Filing & Public Notice: Submission of conversion application and mandatory public objection period.
Step 3
60–120 Days
Regional Director Review: Detailed scrutiny and conditional approval by the Regional Director.
Step 4
15–25 Days
Public Limited Certificate: Filing INC-20 and issuance of a new Certificate of Incorporation as a Public Limited Company.
✅ Understanding Section 8 to Public Limited Conversion
Conversion of a Section 8 Company into a Public Limited Company enables the organisation to operate as a profit-making entity with the ability to distribute dividends and raise funds through public share issuance.
This conversion transforms the company structure to a corporate entity with enhanced credibility, wider funding opportunities, and stronger governance compliance.
⚠️ Important: This conversion requires surrendering all non-profit privileges, including tax exemptions under 12A and 80G of the Income Tax Act.
Indian Taxpert manages the entire process including Form INC-18 filing, regulatory approvals, and corporate restructuring support.
Essential Conditions for Section 8 to Public Limited Conversion
Special Resolution
Members must pass a Special Resolution with at least 75% approval to convert into a Public Limited Company.
Detailed Explanatory Statement
A detailed justification must be submitted explaining discontinuation of charitable activities and future commercial plans.
Full Statutory Compliance
All annual returns and financial statements must be filed without defaults before applying for conversion.
Clean Regulatory Record
The company must not have any ongoing investigations, fraud proceedings, or compliance violations.
Newspaper Publication
Public notice must be published in English and vernacular newspapers as per Companies Rules.
Multiple NOCs Required
No Objection Certificates from Income Tax Department, Charity Commissioner, FCRA authority, and other departments are mandatory.
Asset Valuation Report
A Registered Valuer must determine the fair market value of company assets before conversion.
Surrender of Section 8 Benefits
The Section 8 license and all tax exemptions must be permanently cancelled after conversion.
Section 8 to Public Limited Conversion Guide
Documents Required for Section 8 to Public Limited Conversion
Board Resolution approving conversion
EGM Notice with Explanatory Statement
Special Resolution by Members
Three Years Audited Financial Statements
Annual Returns (MGT-7 / MGT-7A)
Registered Valuer Asset Valuation Report
Directors’ Declaration of Compliance
Newspaper Publication Proof (INC-19)
NOCs from Income Tax, Charity Commissioner, FCRA & Govt Departments
Step-by-Step Process to Convert Section 8 Company to Public Limited
Step 1
Board Meeting & EGM Approval
The Board approves the conversion and schedules an EGM with detailed explanatory notes.
Step 2
Special Resolution & MGT-14 Filing
Members approve conversion and ROC filing is done within 30 days.
Step 3
Regional Director Application (INC-18)
File Form INC-18 with all supporting documents to seek RD approval.
Step 4
Public Notice & NOC Collection
Publish conversion notice and obtain all required regulatory NOCs.
Step 5
RD Review & Approval
RD reviews objections, documents, and issues conditional approval order.
Step 6
ROC Filing & Public Limited Certificate
File Form INC-20 and ROC issues a fresh Public Limited Certificate of Incorporation.
Section 8 Company vs Public Limited Company – Key Differences
| Feature | Section 8 Company | Public Limited Company |
|---|---|---|
| Objective | Charitable / Non-Profit | Profit-Oriented Business |
| Dividend Distribution | Not Allowed | Allowed |
| License | Special Section 8 License Required | Normal ROC Registration |
| Name Suffix | Foundation / Association | Limited / Ltd. Mandatory |
| Members | Minimum 2 | Minimum 7 |
| Directors | Minimum 2 | Minimum 3 |
| Tax Benefits | 12A & 80G Exemptions | No Charitable Tax Benefits |
| Capital Raising | Donations & Grants | Public Share Capital |
| Share Trading | Not Allowed | Allowed After Listing |
| Compliance | Moderate | High (SEBI Compliance if Listed) |
👉 Quick Insight: Converting a Section 8 Company into a Public Limited Company enables large-scale fundraising, commercial expansion, and unlimited shareholder participation, but permanently removes all non-profit tax benefits.
