NGO Registration

NGO Registration: A Detailed Guide

The term ‘NGO’ is not itself a legal form in India; it is an umbrella for not-for-profit entities that work for social welfare without distributing profits to their founders or members. The three recognised structures are the public charitable Trust (under the Indian Trusts Act, 1882 and state trust laws), the Society (under the Societies Registration Act, 1860), and the Section 8 Company (under the Companies Act, 2013). Whichever form is chosen, the entity must apply its income to its objects, register for income-tax exemption to avoid being taxed like a business, and follow ongoing compliance. The right choice depends on the size of the team, the funding sources, the level of governance required, and the credibility expected by donors and grant-makers.

Advantages of Registering an NGO

Formally registering an NGO brings real benefits over working informally:

• Legal Recognition: A registered NGO can hold property, open bank accounts, and enter contracts in its own name.
• Tax Exemption: With the right registration, the NGO’s income applied to its objects is exempt from income tax.
• Donor Incentives: 80G approval lets donors claim a deduction, which strengthens fundraising.
• Access to Funding: Registration is the gateway to government grants, CSR funds, and (with FCRA) foreign contributions.
• Credibility: A registered structure builds trust with donors, partners, and beneficiaries.
• Limited Liability: Members are protected where the NGO is a Society or a Section 8 Company.

Considerations and Limitations

An NGO also carries responsibilities to weigh before registering:

• No Profit Distribution: Income and surplus must be applied to the objects, never distributed to members or trustees.
• Compliance Obligations: Annual filings, audits, and tax returns are required, with the burden highest for a Section 8 Company.
• Separate Tax Registrations: Income-tax exemption and donor deductions are not automatic and must be applied for and renewed.
• Foreign Funding Rules: Receiving foreign contributions needs separate FCRA registration, generally available after three years.
• Structure-Specific Limits: A Trust can be hard to amend, a Society needs ongoing member management, and a Section 8 Company faces the most compliance.
• State Variation: Trust and Society registration is state-administered, so procedures vary across states.

Trust and Society at a Glance

Trust:

• Registered under the Indian Trusts Act, 1882 and applicable state public trust laws, through a Trust Deed executed before the Sub-Registrar.
• Requires a minimum of two trustees and a settlor; the Trust Deed sets out the objects and management.
• Simplest and quickest to form and well suited to family or single-purpose charity, but harder to amend and more state-dependent.

Society:

• Registered under the Societies Registration Act, 1860, with a Memorandum of Association and Rules and Regulations.
• Requires a minimum of seven members; an all-India society needs members from several different states.
• Managed by a governing council, with an annual filing of the member list; well suited to membership-driven groups in education, culture, or science.

The Section 8 Company Route

The third route, the Section 8 Company, is registered under the Companies Act, 2013 and is the most credible option for serious NGOs:

• It is licensed by the Central Government and regulated by the Ministry of Corporate Affairs, giving it strong donor and CSR credibility.
• It needs a minimum of two directors (private) or three (public), with at least one resident in India, and has no minimum capital.
• It applies all income to its objects, pays no dividend, and is exempt from using ‘Limited’ in its name.
• Because it follows full company compliance, it is preferred by corporates and international funders for due diligence.

Samkhya also offers a dedicated Section 8 Company service covering the complete incorporation and licence process.

Tax Exemption and the RNPO Framework

Whichever structure is chosen, an NGO must register for income-tax exemption, or its income, including donations, is taxed like that of any business. Historically this was the 12A/12AB registration with 80G approval for donor deductions. Following the Income Tax Act, 2025, in force from 1 April 2026, charitable entities now register as a Registered Non-Profit Organisation (RNPO), with provisional registration for three years (Form 10A) and regular registration for five years, or ten years for smaller entities with income up to Rs. 5 crore (Form 10AB). The 80G approval for donors continues on its own renewal cycle, and existing 12A/12AB registrations remain valid until they expire. To receive corporate CSR funds the NGO also files Form CSR-1 with the MCA, and to receive foreign contributions it needs FCRA registration.

Documents Required

Common to all three structures:

• PAN and Aadhaar of the trustees, members, or directors.
• Passport-size photographs and address proof not older than two months.
• Proof of the registered office (utility bill), a No Objection Certificate from the owner, and the rent agreement if rented.

Structure-specific:

• Trust: the Trust Deed setting out objects, trustees, and management.
• Society: the Memorandum of Association and the Rules and Regulations, with the member list.
• Section 8 Company: the Memorandum (INC-13), Articles, and declarations in INC-14 and INC-15.

NGO Registration Process

Registering an NGO follows these broad steps:

1. Choose the structure (Trust, Society, or Section 8 Company) based on your objects, team, and funding plans.
2. Finalise the founding documents, that is, the Trust Deed, the Society Memorandum and Rules, or the company MOA and AOA.
3. Register the entity with the Sub-Registrar (Trust), the Registrar of Societies (Society), or the ROC through SPICe+ (Section 8 Company).
4. Obtain PAN and TAN and open a dedicated bank account.
5. Apply for tax registration as an RNPO (the successor to 12A) and for 80G donor approval.
6. Register for CSR-1 and DARPAN, and for FCRA when foreign funding is planned.

Register your NGO with Samkhya

Registering your NGO with Samkhya Corporate Services is simple. Just follow these easy steps:

• Tell us about your cause: Share your objects, founding members, and funding plans.
• Choose the structure: We help you compare Trust, Society, and Section 8 Company and pick the best fit.
• Fill the form: Complete our online form and upload the members’ documents.

From there, our team handles the registration, the tax and 80G applications, and guidance on CSR-1, DARPAN, and FCRA.

Post-Registration Compliances

Every registered NGO must keep up an ongoing compliance cycle:

• Books and Audit: Maintain proper books of account and have them audited each year.
• Income Tax Return: File ITR-7 annually, applying at least 85% of income to the objects to retain exemption.
• RNPO and 80G Renewals: Renew the RNPO registration and the 80G approval on its separate cycle.
• Entity Filings: A Society files its annual member list, and a Section 8 Company files AOC-4 and MGT-7 with the MCA.
• CSR-1 and FCRA: Keep CSR-1 active to receive CSR funds, and file FCRA returns where foreign contributions are received.
• DARPAN: Maintain NITI Aayog DARPAN registration, which is often required for government grants and CSR.

Tax Implications

An NGO is not automatically exempt from tax. To exempt its income it must hold a valid exemption registration, now the Registered Non-Profit Organisation (RNPO) registration under the Income Tax Act, 2025 (the successor to Sections 12A and 12AB), and must apply at least 85% of its income to its charitable objects each year. Income that is not applied as required, or that benefits specified persons, can be taxed. Donors to an NGO with 80G approval can claim a deduction, typically 50% of the donation, which makes fundraising easier. Where an NGO does not hold exemption registration, its surplus is taxed at the applicable rates. Accurate books, an annual audit, and timely ITR-7 filing are essential to retain these benefits.

Business Structure Comparison Table