1. Permissibility of Objective Change

• Yes, a Section 8 company can change its objectives after incorporation.
  
• However, the new objectives must remain within the scope of charitable or non-profit purposes as defined under Section 8 of the Companies Act, 2013.
  
• The change must not shift the company’s focus toward commercial or profit-making activities.
  
• Any modification must uphold the original intent of serving public welfare.
  
• Changes must be approved by both the company’s members and regulatory authorities.
  

2. Requirement of Special Resolution

• The company must first pass a special resolution in a general meeting of its members.
  
• A minimum of three-fourths of the members present and voting must approve the proposed change.
  
• The resolution must specify the revised objectives and justify the amendment.
  
• Proper notice must be given to all members in advance.
  
• The meeting and resolution must be properly documented and signed.
  

3. Approval from the Regional Director (RD)

• After passing the special resolution, the company must obtain prior approval from the Regional Director.
  
• An application must be submitted with a copy of the resolution, explanatory note, revised MOA, and supporting documents.
  
• The RD will verify whether the new objectives are genuinely charitable and consistent with Section 8 requirements.
  
• If satisfied, the RD grants permission to adopt the new objects clause.
  
• Without RD approval, the change is not legally effective.
  

4. Filing with the Registrar of Companies (ROC)

• Once the Regional Director’s approval is received, the company must file the approved documents with the Registrar of Companies (ROC).
  
• Relevant forms include MGT-14 for resolution filing and INC-20A or INC-24 (if applicable) for confirmation.
  
• The ROC updates the company’s records and issues an acknowledgment.
  
• The revised Memorandum of Association reflecting new objectives must be uploaded.
  
• The company must also update any licenses or tax registrations accordingly.
  

5. Compliance and Disclosure Requirements

• The change must be reflected in all official filings, annual reports, and communications.
  
• Stakeholders, donors, and regulators must be informed of the updated objectives.
  
• All future activities must be aligned with the revised objectives.
  
• The company must continue to ensure that no profits are distributed and that all income is used for permitted purposes.
  
• Failure to comply with the procedure may result in rejection or cancellation of Section 8 status.