One Person Company (OPC): Registration, Eligibility, Documents

One Person Company (OPC) is a type of company that is owned and managed by just 1 person under the Company’s Act 2013. The owner of the company acts both as a director and a shareholder of the company.

Features of One Person Company

• OPC can be registered as a private limited company, only
• OPC consists of 1 person as a member/shareholder
• One nominee has to be nominated by the person who is forming the company
• Minimum capital required is Rs. 1 lakh (not necessary to invest the amount in business)
• OPC requires minimum one director, shareholder can be the sole director
• OPC is required to provide a legal identity, such as a name under which the business activities shall be carried on
• Words ‘One Person Company’ should be written wherever the name of the company is used
• Transfer of shares are restricted in case of OPC

Eligibility to Apply for OPC

• An individual who is a resident, as well as citizen of India is eligible to form a One Person Company
• He/she can be the member and nominee of the company

Promoter’s Eligibility Criteria

Before knowing How to Start a POC, let’s get some basic details on promoter’s eligibility:

• Legal entities or company establishments like LLP or Company are not allowed to incorporate as an OPC
• During OPC establishment, a nominee shall be appointed by the promoter
• Businesses engaged in financial activities are not permitted to form an OPC
• In case the paid-up capital share exceeds Rs. 50 lakh and turnover breaches Rs. 2 crore mark, an OPC should be converted into a Private Limited Company

Steps to Register as One Person Company (OPC)

Step 1: Apply for Digital Signature Certificate (DSC)

Step 2: Apply for Director Identification Number (DIN)

Step 3: Select and file for Name approval application with Ministry of Corporate Affairs (MCA)

Step 4: Draft MOA and AOA and to be signed by the applicant

Step 5: Gather and submit all the required documents along with registration fee and stamp duty

Step 6: Filing and approval of application forms with MCA

Step 7: Obtain the issue of certificate of establishment or incorporation

Other Company Registration Process in India
Private Limited Company Registration	Public Limited Company Registration	Partnership Firm Registration
LLP Registration	Nidhi Company Registration	Proprietorship Firm Registration
Copyright Registration	ISO Certification	NBFC Registration

Documents Required

• Duly filled application form with passport size photographs of the owner
• Copy of Aadhaar Card and Voter ID card of the applicant
• Owner’s PAN Card, Property papers & Rent agreement (If the property is rented)
• Company’s Utility Bills (Electricity and Water bills)
• NOC from landlord
• Any other document required by Registrar of Firms

How to convert an OPC into a Private Limited Company?

To convert an OPC into a Private Limited Company minimum Rs. 1 lakh as a paid capital is recommended along with minimum two members and two directors. For the conversion, Form INC-6 is required to be filled and submitted to the Ministry of Corporate Affairs, Govt. of India.

How is the OPC Company different from other companies?

Category	One Person Company	Private Limited Company	Limited Liability Partnership (LLP)
Min. numbers of directors or shareholders	Member – 1 Director – 1 Nominee of Sole Member – 1	Members/Shareholders and directors – 2	Designated partners – 2
Eligibility	Indian Citizen or resident	Indian Citizen or NRI	Any person or group of corporate
Governing Statute	Companies Act, 2013	Companies Act, 2013	Limited Liability Partnership Act, 2008
Minimum Share Capital	No minimum capital is required	No minimum capital requirement	No minimum capital requirement
Quantum of Compliance	Substantial compliances but less as compared to Pvt. Ltd. Comp.	Substantial compliances	Less Compliances
Taxability	Income Taxed at 30%	Income Taxed at 30%	Income Taxed at 30%
Conversion	Cannot be converted into Pvt. or Public Ltd. Co. before 2 years	Can be converted into LLP, Public Co.	Cannot be converted into a Company
Credibility	Medium	High	Moderate
Investor Preference	Low	High	Medium
Statutory Audit	Mandatory	Mandatory	If Contribution more than Rs 25 lakh or, Turnover more than Rs. 40 lakh

Forms Required for OPC Registration

• Questionnaire – Company Registration
• Digital Signature Form
• DIR2 – Consent of Director
• INC9 Declaration of Promoter
• MOA and AOA Subscriber Sheet
• NO Objection of Owner
• Declaration of Promoter-Non Deposit under FEMA and SEBI

FAQs

Q. Who is eligible to act as a member of One Person Company?

Ans. An Indian resident and citizen can act as a member of One Person Company.

Q. What is the time limit for filing form INC-5?

Ans. Form INC-5 shall be filed within the sixty days of the date of exceeding threshold.

Q. What is the role of the nominee in an OPC?

Ans. Nominee is an individual who shall, because of the Death of member or his/her incapacity or unavailability to enter into contract, become the member of OPC.

Q. Is GST mandatory for OPC?

Ans. Yes, GST is mandatory only if a company is engaged in supply for goods or products outside the state irrespective of the annual turnover.

Q. How much capital do I need to have before starting an OPC?

Ans. The maximum authorized capital required to start a OPC is Rs. 1 lakh, wherein you do not need to actually invest that amount in business.

Q. What is the minimum age required to start an OPC?

Ans. The minimum age required is 18 years and the applicant should be an Indian citizen.

Q. Can I own and operate more than one OPC at a time?

Ans. No, an individual can only run and manage only one OPC at a time.

Q. How many directors are required to start an OPC?

Ans. As it is a One Person Company, so the person starting a company will be the only director of the company.

Q. I am an NRI and want to start an OPC in India, is it possible?

Ans. No, an OPC can only be started by Indian citizens.

Q. If the founding member passes away, then who shall take over as a new founder?

Ans. In case the founding member expires, then the company shall be managed by the nominee named at the time of registration. The nominee becomes the director and founding member.

Q. Do I need to change OPC registration to private limited firm later during the business tenure?

Ans. In case an average turnover of the company is more than Rs. 2 crore for more than three consecutive years or paid-up capital is over Rs. 50 lakh, then OPC must be changed to Private Limited firm.