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Dissolution Resolution of Society — Draft

Complete guide to dissolution under Societies Registration Act, 1860. Process, documents, penalties, latest amendments. Updated March 2026.

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NGO Registration
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Last updated: October 2026Verified against: Government sources

Overview

This article provides a comprehensive, plain-language explanation of Dissolution Resolution of Society under the Societies Registration Act, 1860 and the Rules/Regulations made thereunder. Whether you are a business owner, professional, legal practitioner, or compliance officer, understanding these provisions is essential for lawful compliance.

The relevant provisions are found in Section 13, read with applicable Rules, Notifications, and State amendments as applicable. This article incorporates all amendments up to March 2026.

Why This Matters
Non-compliance with provisions related to dissolution can result in penalties, prosecution, invalidity of documents, or loss of legal rights. Understanding these requirements helps protect your interests and avoid costly mistakes.

What the Law Requires

Key Legal Framework

Section 13 of the Societies Registration Act, 1860 establishes the primary framework for dissolution. The provisions cover: (a) scope and applicability, (b) specific conditions and requirements, (c) documentation and procedural obligations, (d) timelines and deadlines, and (e) consequences of non-compliance including penalties.

The corresponding Rules provide detailed procedural requirements including specific forms, formats, timelines, and fees applicable.

Who Must Comply?

The provisions apply to all persons and entities covered under the Societies Registration Act, 1860. The specific applicability depends on the nature of the transaction, the type of entity, and the state/jurisdiction where the activity is carried out. State-specific variations may apply, and it is advisable to verify local requirements.

Detailed Explanation with Practical Examples

Example 1: Rahul and Priya from Faridabad want to set up a business together. They need to understand the requirements under the Societies Registration Act, 1860 to ensure proper compliance from the start. This includes choosing the right structure, preparing the necessary documents, and completing the registration process within prescribed timelines.

Example 2: An existing entity needs to comply with ongoing requirements under Section 13. This involves maintaining proper records, filing annual returns, and ensuring that all changes in the entity's structure or operations are properly documented and reported to the relevant authorities.

Practical Advice
For dissolution compliance, always maintain a dedicated file with all original documents, registration certificates, and correspondence with authorities. Keep digital copies of all filings.
Quick recapKey facts & short answers

Key Facts About Dissolution Resolution of Society

  • Applies in: All states across India, under the relevant central law.
  • Mode: Mostly online via the official government portal.
  • Typical timeline: Ranges from a few days to a few weeks depending on the case.
  • Non-compliance: May attract penalties, interest or late fees.
  • Expert help: TaxClue completes Dissolution Resolution of Society end to end for you.

What is dissolution?

Section 13 of the Societies Registration Act, 1860 governs dissolution. It specifies requirements, procedures, and penalties.

What is the penalty for non-compliance?

Penalties vary by provision -- ranging from late fees to prosecution. Stamp duty default can attract penalty up to 10x the duty amount.

When in doubt, read the provision itself rather than a summary of it — including this one.

— TaxClue Compliance Desk

Dissolution Resolution of Society: a key compliance topic in Indian tax and corporate law that businesses and individuals must understand to remain compliant.

READY DRAFTDissolution Resolution of Society — Draft

A resolution of the members to dissolve/wind up a registered society and transfer surplus assets to a like-object institution, under Sections 13 and 14 of the Societies Registration Act 1860.

[Name of the Society]

Regd. No.: [Registration No.]  |  Registered Office: [Address]

Resolution for Dissolution of the Society

Meeting: Special General Meeting convened for dissolution
Held on: [Day], [Date] at [Time]  |  Venue: [Address]
Total members: [Number]  |  Members present and voting in favour: [Number]
Chairperson: [Name], President

Notice of the Special General Meeting proposing dissolution of the Society having been duly served on all members not less than [21] days in advance, and not less than three-fifths of the members having assented, on the motion of [Proposer] seconded by [Seconder] the following resolutions were passed:

1. RESOLVED THAT pursuant to Section 13 of the Societies Registration Act, 1860 (as applicable in [State]), the Society, [Name of the Society], be and is hereby dissolved with effect from [Date], the same having been agreed to by not less than three-fifths of the members of the Society by votes recorded at this meeting.

2. RESOLVED FURTHER THAT the affairs of the Society be wound up, all its debts and liabilities be fully satisfied/provided for, and its books, records and registers be settled and preserved for [8] years.

3. RESOLVED FURTHER THAT in accordance with Section 14 of the Act and the Memorandum of Association, the property and funds of the Society remaining after satisfaction of all its debts and liabilities shall not be paid to or distributed among the members, but shall be given/transferred to [Name of the transferee institution], Regd. No. [___], a Society/Trust having objects similar to those of this Society, [and, where 12AB/80G applies, being an institution eligible under Sections 12AB/80G of the Income-tax Act, 1961].

4. RESOLVED FURTHER THAT [Name], President and [Name], Secretary be and are hereby jointly authorised to complete the winding up, execute the transfer of assets, intimate the Registrar of Societies, [State], the bankers, the Income-tax authority (Sections 12AB/80G/115TD) and other authorities of the dissolution, and to do all acts, deeds and things necessary to give effect to these resolutions.

Certified to be a true extract from the minutes of the Special General Meeting.

Members assenting to dissolution (signatures):

1. ______________2. ______________3. ______________
4. ______________5. ______________6. ______________
____________________
President
____________________
Secretary

Place: [City]     Dated: [Date]

▸ How to use & important notes
  • Dissolution needs the assent of not less than three-fifths of members (Section 13); the resolution and members' assent must be properly recorded.
  • Under Section 14, surplus assets cannot be distributed to members — they must go to another society/trust with similar objects.
  • If the Society is registered under Sections 12AB/80G, note the exit-tax (accreted income) provisions of Section 115TD of the Income-tax Act on transfer/dissolution; plan the transferee accordingly.
  • Intimate the Registrar, bankers and Income-tax department; where required, obtain the Registrar's consent/order and, in some states, court sanction under Sections 13/14.

Disclaimer: This is a general-purpose template for reference only. Facts, figures, stamp duty and clauses vary with your situation and state law — have it reviewed before use. Need this professionally drafted, stamped and filed? Talk to a TaxClue expert.

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Disclaimer: This article is for general informational purposes only and does not constitute professional tax, legal or financial advice. Laws, rates and due dates change and can vary by individual case — always verify with the relevant government source (e.g. mca.gov.in, incometax.gov.in) or consult a qualified professional before acting. TaxClue accepts no liability for decisions taken based on this content.

People also ask

Questions, answered

Short, direct answers to the 4 questions readers ask most on this topic.

Section 13 of the Societies Registration Act, 1860 governs dissolution. It specifies requirements, procedures, and penalties.

Penalties vary by provision -- ranging from late fees to prosecution. Stamp duty default can attract penalty up to 10x the duty amount.

The Societies Registration Act, 1860 applies across India, but stamp duty rates, registration fees, and some procedures vary by state.

TaxClue provides complete compliance services. .