Charity at scale needs infrastructure.
Trust deeds, Section 8 companies, 12A and 80G registrations, FCRA licences, CSR partnerships, foreign-funding compliance, NGO Darpan, NITI Aayog filings — the entire non-profit architecture, built and maintained by a team that has set up over a hundred trusts, societies and Section 8 companies.
- Trust & Society Formation
- Section 8 Company Set-up
- 12A & 80G Registrations
- FCRA Licence & Compliance
- CSR Partnerships
- NGO Darpan / NITI Aayog
- Annual Compliance & Audit
A non-profit is a public trust. We make sure the law treats it that way.
Indian non-profits operate at the intersection of three regulatory regimes — the Income Tax Act (which decides whether the entity is tax-exempt and whether donors get deductions), the Foreign Contribution Regulation Act (which decides whether foreign donors can fund it) and the relevant entity-formation statute (Trusts Act, Societies Registration Act, or Companies Act for Section 8). Each regime has its own filings, audit standards, expenditure norms and renewal cycles. Get any one wrong and the entire enterprise can come to a halt.
Zfiling\u2019s non-profit practice supports founders, donors and operating teams across the full life-cycle — from initial structuring (Trust vs. Society vs. Section 8) through 12A and 80G registrations, through FCRA where applicable, through annual filings and audits, all the way to representations before the Charity Commissioner, ROC and Income Tax authorities when things get contested.
We also support corporate CSR teams — funder-side due diligence on prospective implementing partners, CSR project documentation, Form CSR-1 and CSR-2 filings and impact assessment reports that meet the standards of Section 135 of the Companies Act.
Seven specialisations across the non-profit life-cycle.
Most of our clients arrive with one need — usually 12A / 80G renewal — and stay for everything else. The seven practices below are deliberately sequenced.
Public Trusts & Charitable Societies — formation
The Public Trust route (under the Indian Trusts Act 1882 read with the Bombay / Maharashtra Public Trusts Act and state-specific variants) is the historical default for charitable activities — fastest to register, fewest founders required, simple structure, but with limited governance flexibility and state-specific charity commissioner oversight in some jurisdictions. The Charitable Society route (Societies Registration Act 1860) requires at least seven members, has a more democratic structure, and is suitable for membership-driven cultural, educational and welfare bodies.
We draft the Trust Deed or Memorandum of Association, advise on objects clause drafting (critical for downstream 12A / 80G), structure the Board / Governing Body, and complete state-specific registrations in any Indian jurisdiction.
- Trust Deed drafting + stamp duty + sub-registrar registration
- Society MoA + Rules & Regulations + registration
- Founder / trustee KYC and PAN-TAN applications
- Bank account opening + initial corpus contribution memo
- Charity Commissioner registration (Maharashtra / Gujarat / etc)
- First Board / Governing Body meeting minutes
- Initial accounting set-up + chart of accounts
Section 8 Companies — the modern non-profit
Section 8 of the Companies Act 2013 allows for the formation of a company for the promotion of commerce, art, science, sports, education, research, social welfare, religion, charity, environment, or any other useful objects — provided that profits are applied solely for the promotion of the objects and no dividend is paid to members. Section 8 companies enjoy the same legal personality as private limited companies (limited liability, perpetual succession, easy fundraising structures), are MCA-regulated (uniform across India), and are now the preferred vehicle for foundations, social enterprises and donor-advised structures.
We handle the entire incorporation — name reservation, Section 8 licence application before the ROC, SPICe+ filings, MoA / AoA drafting (with strict object-clause discipline), DIN / DSC for directors, Form INC-12 with regulatory undertakings — and the ongoing annual ROC compliance thereafter.
- Section 8 licence application + ROC representation
- SPICe+ form filing with PAN / TAN / EPF / ESI / GST bundled
- MoA / AoA drafted with charitable objects discipline
- DIN / DSC for up to two directors
- Bank account, EPF / ESI / Professional Tax registrations
- First Board meeting + statutory registers
- Conversion from Trust / Society to Section 8 where required
Section 12A & 12AB registration — the income-tax exemption
Under the new regime, every charitable / religious trust or institution must obtain provisional registration in Form 10A and then move to regular registration in Form 10AB within six months of commencement of activities — with renewal every five years thereafter. Without a valid 12A / 12AB registration, the entity is taxed as an AOP at the maximum marginal rate, regardless of whether income is actually applied to charitable objects.
We file fresh applications, renewal applications, and represent before the Commissioner (Exemption) for the verification process — including responding to queries on objects, activities, source of funds and application of income.
- Form 10A provisional registration
- Form 10AB regular registration + audit-trail dossier
- Income Tax CIT(E) verification representation
- Renewal applications every 5 years
- Modifications to objects with prior approval
- Re-registration on conversion of legal form
- Defence of cancellation proceedings under Section 12AB(4)
Section 80G registration — the donor-deduction certificate
Section 80G certification is the entitlement that lets your donors claim a deduction on the donation amount in their personal or corporate tax return. The provisional Form 10A (Section 80G) follows the 12A track, and the regular Form 10AB application is verified by the Commissioner (Exemption) with renewal every five years. Form 10BD (statement of donations) and the corresponding Form 10BE (donor certificate) are now mandatory annual filings — failure can lead to suspension of the certificate.
We file fresh and renewal 80G applications, build the donor-statement (Form 10BD) reconciliation discipline, generate 10BE donor certificates and represent in cancellation matters.
- 80G provisional registration in Form 10A
- 80G regular registration in Form 10AB
- Annual Form 10BD donor-statement filing
- Form 10BE donor-certificate generation
- Reconciliation of donor PANs and receipts
- CIT(E) verification representation
- Renewal applications every 5 years
FCRA Licence — foreign donations & international funders
Any non-profit that intends to receive any foreign contribution — from an individual abroad, an overseas foundation, a UN agency or any source whose ultimate beneficial origin is outside India — must hold a valid FCRA registration or prior permission from the Ministry of Home Affairs. The 2020 amendments materially tightened the regime — designated SBI Delhi FCRA-utilisation account, prohibition on sub-granting to other Indian non-profits, capped administrative expenditure at 20%, mandatory key-personnel disclosure and Aadhaar-linked verification, annual FC-4 with audited utilisation statements.
FCRA is among the most procedurally demanding registrations in Indian regulation. We handle initial registration (FC-3A), prior permission (FC-3B), renewals (FC-3C), annual returns (FC-4), bank-account change requests, key-personnel changes — and respond to MHA enquiries, suspension and cancellation proceedings.
- FCRA Registration Form FC-3A end-to-end
- FCRA Prior Permission Form FC-3B for project-specific funds
- SBI New Delhi FCRA account opening coordination
- Annual FC-4 returns + audited utilisation statements
- Key personnel changes + bank account changes
- FCRA renewal every 5 years
- MHA inquiry responses, suspension and cancellation defence
CSR partnerships, Form CSR-1 & CSR-2
Section 135 of the Companies Act mandates CSR spend for qualifying companies. Implementing partners — whether the company\u2019s own foundation or external non-profits — must be registered with the MCA in Form CSR-1 to be eligible to receive CSR contributions. The contributing company files Form CSR-2 with its annual returns disclosing the activities funded. Impact assessment is required where the project size and company spend exceed prescribed thresholds.
We help non-profits register as eligible CSR partners, structure CSR project agreements (with proper trail of unspent / Ongoing Project disclosures under Schedule VII), draft impact-assessment reports and support corporate CSR committees on Section 135 compliance.
- Form CSR-1 implementing-partner registration
- CSR project agreement drafting + Schedule VII alignment
- Form CSR-2 filings for contributing companies
- Annual impact assessment reports
- Unspent CSR / Ongoing Project account management
- CSR Committee charter and minutes
- Section 135 board-report disclosures
NGO Darpan, NITI Aayog, annual audit & filings
A registered NGO Darpan ID (NITI Aayog) is now required to receive grants from any central / state government scheme, and is increasingly insisted upon by institutional donors. Beyond Darpan, every charitable entity carries an annual filing calendar — Form 10B / 10BB audit report, ITR-7 return, MCA Form AOC-4 (NGO) and MGT-7 for Section 8 companies, state Charity Commissioner filings, FCRA FC-4, 80G donor returns, audit-committee minutes and Board meetings.
We run the entire annual calendar for non-profit clients — bookkeeping in Tally / Zoho with charitable-accounting nuances (corpus, accumulation, application of income, specific donations vs. general donations), statutory audit coordination, return filings and trustee / board reporting.
- NGO Darpan registration + annual updates
- NITI Aayog scheme application support
- Form 10B / 10BB audit report filings
- ITR-7 annual income tax return
- Section 8 MCA filings — AOC-4 NGO, MGT-7
- State Charity Commissioner annual returns
- Trustee / Board reporting + minutes maintenance
Any other service
you need.
Specialised non-profit matters we routinely handle alongside the seven core practices — from religious trusts to international funding structures.
A short, non-exhaustive list of other services we routinely deliver:
- Religious / Endowment Trust formation under state-specific Acts
- Waqf registration and post-incorporation compliance
- Wakf Board representations
- Section 80GGA registration for scientific research donations
- Section 35(1)(ii) / (iia) / (iii) / 35AC research-fund certifications
- Section 10(23C) — university / educational institution exemption
- Hospital and medical-trust 10(23C) registrations
- Section 11(5) approved-modes-of-investment compliance
- Charitable Trust merger, amalgamation and dissolution
- Trust deed amendment with court approval
- Donor-advised fund (DAF) structure design
- Endowment fund and corpus management policy drafting
- Volunteer agreements and pro-bono contribution structures
- International Foundation / 501(c)(3) US-parent compliance coordination
- Liaison Office of foreign non-profit — RBI approvals
- Sub-granting policies and downstream-compliance frameworks
- Beneficial-ownership disclosures under MGT-3 (Section 8)
- Form INC-20A commencement of business filings
- Form 10BD donor-statement reconciliation projects
- CSR impact-assessment report drafting
- Form CSR-1 batch re-registration for partners
- Charity Commissioner show-cause defence
- Section 13 / Section 11 violation defence proceedings
- Anonymous donation reporting under Section 115BBC
Don\u2019t see your specific need? Send us a brief description in writing — we will honestly tell you within 24 hours whether we are the right team for it.
A five-step engagement, designed for clarity.
Every engagement at Zfiling runs through the same disciplined workflow.
Diagnose
Structuring conversation — Trust vs. Society vs. Section 8, role of corpus, FCRA need, donor mix. Output: a one-page architecture memo with downstream tax and FCRA implications.
Form
Deed / MoA drafted with objects clause that holds up against 12A and 80G scrutiny. Registration completed at the sub-registrar, ROC or societies registrar. PAN, bank account, accounting set-up.
Register
12A and 80G applications filed together. FCRA application or prior permission as required. NGO Darpan, NITI Aayog, CSR-1 registrations as the partnership pipeline demands.
Operate
Monthly accounting with charitable-fund discipline, quarterly trustee dashboards, FCRA-account reconciliation, 10BD donor-statement build-up across the year.
File & Renew
Annual statutory audit, ITR-7, Form 10B / 10BB, ROC NGO filings, FCRA FC-4, CSR-2 for corporate funders. 12A / 80G / FCRA renewals on a managed calendar.
Four ways to work with us.
Fixed-fee for one-off engagements. Scaled by complexity or turnover. Monthly retainer for ongoing engagements.
Per-entity fee that includes registration, PAN, bank-account assistance and first-year secretarial. Government and stamp-duty charges at actuals.
Per-application fees with bundled rates for full-stack registration packages. FCRA renewals and modifications priced separately given complexity.
Bundled annual fee for the full filing calendar of a non-profit — sized by activity, FCRA presence and number of grants administered.
For corporate CSR teams — implementing-partner shortlisting, diligence, project agreement, impact assessment. Quoted by CSR budget and project complexity.
Trust, Society or Section 8 — which one should I form?
For a small family-led charitable activity with simple governance, a Public Trust is fastest and cheapest. For a membership-driven cultural or welfare body with at least seven founders, a Society works well. For any entity that expects to scale, raise significant grants, accept FCRA funds, or partner with corporate CSR donors, a Section 8 company is increasingly the default — uniform MCA regulation across India, limited liability, perpetual succession and easier governance flexibility. We almost always recommend Section 8 unless the founders have a specific reason against it.Can I apply for 12A and 80G at the same time?
Yes — and we recommend it. Both registrations are now Form 10A (provisional) / Form 10AB (regular) under a unified framework, and the verification by the Commissioner (Exemption) examines the same charitable objects and activities. Filing them together saves time and avoids inconsistent representations across two parallel files. The provisional registrations are typically granted within a few weeks; the regular registrations follow within six months of commencement of activities.What is the difference between 12A and 12AB?
Effectively none for new entities — Section 12AB replaced the older 12A regime from 1 April 2021. All trusts now register under Section 12AB through Form 10A (provisional) and Form 10AB (regular). Entities registered under the old Section 12A before 2021 had to re-register under Section 12AB through Form 10A as well. The new regime brings mandatory renewal every five years, which the old 12A did not require.Can a Section 8 company pay salaries to its directors?
Yes — Section 8 companies can pay reasonable salaries to directors and key personnel who render services in their executive capacity (CEO, Programme Director, etc), provided that no dividend or profit-share is paid. The salaries should be approved by the Board and disclosed in the annual report; they should be at market rates and proportionate to the size of the organisation. For 12A / 80G purposes, the salaries become part of administrative expenditure and form the basis on which CIT(E) often scrutinises the application of income.What is the FCRA renewal cycle?
FCRA registration is valid for five years from the date of grant. Renewal application (Form FC-3C) must be filed at least six months before expiry. The Ministry of Home Affairs reviews the entity\u2019s utilisation record, key personnel, banking discipline and compliance with the 20% administrative expenditure cap. We recommend starting the renewal process at least nine months before expiry — recent rounds have seen significant delays at MHA and lapses cause donations to be returned and the SBI New Delhi FCRA account to be frozen.Can two NGOs jointly run a project funded by FCRA money?
Since the 2020 amendments, FCRA money cannot be transferred (sub-granted) from one FCRA-registered entity to another, even if both are valid FCRA holders. Joint projects are still possible but the funds have to be received by each entity directly from the foreign donor, with each entity executing its scope of work independently. Where joint implementation is essential, we structure the project agreement as separate sub-projects with separate donor confirmations.Is corpus donation tax-free? Are anonymous donations risky?
Corpus donations (specifically directed by the donor to be added to the corpus) are not treated as income of the trust, subject to investment in modes prescribed under Section 11(5). Anonymous donations are taxable under Section 115BBC at 30% to the extent they exceed 5% of total donations or one lakh rupees, whichever is higher — with an exception for wholly religious trusts. Donor identification discipline (PAN-linked receipts) is essential to avoid the 115BBC trap.Can our NGO partner with corporate CSR?
Yes — provided the NGO is registered with the MCA in Form CSR-1 (which requires a valid 12A and 80G or Section 10(23C), an established track record of at least three years of charitable activities, and PAN-linked records). We help NGOs prepare for CSR readiness — building the diligence dossier corporates ask for, project-design templates, impact-measurement frameworks and the financial-discipline standards that CSR auditors check.What is Form 10BD and why has it become important?
Form 10BD is the annual statement of donations that every 80G-certified entity has to file by 31 May, reporting all donations received in the previous financial year with donor PAN, address and donation amount. The donor then claims the 80G deduction on the basis of Form 10BE (donor certificate generated from 10BD). Failure to file 10BD, or mismatches between the entity\u2019s 10BD and the donor\u2019s 80G claim, can lead to suspension of the 80G certificate. We treat 10BD as a year-round discipline, not a year-end filing.Can a Section 8 company be converted to a regular private limited?
No — once incorporated as a Section 8 company, the entity cannot be converted into a profit-making company. It can however be wound up with its assets transferred to another Section 8 / charitable entity with similar objects, subject to ROC approval. The reverse — Trust / Society conversion to Section 8 — is permitted and routine; we structure such conversions carefully to preserve the 12A / 80G / FCRA chain.How is your fee structured for NGO clients?
We work with non-profits at non-profit rates — formation and registration fees that are significantly below our commercial rates, transparent per-filing fees for ongoing work and an annual retainer that bundles audit, return filings and trustee reporting for predictability. For very small NGOs with modest budgets, we offer one or two pro-bono engagements every year — the selection is internal and based on the cause.What happens if 12A registration is cancelled?
Cancellation of 12A / 12AB under Section 12AB(4) — usually triggered by misapplication of income, activities outside the registered objects or commercial activities exceeding the threshold under Section 11(4A) — results in the entity being taxed as an AOP at the maximum marginal rate, often retrospectively from the year of default. The cancellation can be appealed at the CIT(A), ITAT and High Court. We have defended cancellation proceedings successfully in matters involving CIT(E) misinterpretation of object-clause activities — engagement at the show-cause stage is essential.
Charity at scale needs infrastructure. Let us build yours.
The first 30-minute consultation is on us. A senior advisor responds within one business day.
+91 8338 981 953 · infoZfiling@gmail.com
U, Lower Ground Premise – 28, Road Fifty, DLF Phase III, Gurgaon – 122 010