One Person Company Registration in India
Are you a solopreneur eager to bring your entrepreneurial vision to life? One Person Company (OPC) registration offers a seamless way to realize your goals while enjoying the benefits of simplified processes and full control. As a solo entrepreneur, OPC allows you to establish a separate legal entity with minimal compliance and operational requirements.
Introduced under the Companies Act, 2013, the concept of One Person Company (OPC) provides legal recognition to solo entrepreneurs in India, granting them the ability to operate under a secure and formal structure. Section 2(62) of the Companies Act, 2013 allows for the incorporation of OPCs with just one director and one shareholder. This structure provides the benefit of limited liability while retaining complete control over the company’s decisions.
Worried About the Complexities of OPC Registration in India?
At FilingIn, we offer expert business consulting to guide you through every step of the OPC registration process, ensuring a smooth and budget-friendly experience.
What is One Person Company (OPC)?
A One Person Company (OPC) allows a single individual to form a private limited company with all the benefits of limited liability. Introduced under the Companies Act, 2013, OPC registration gives entrepreneurs the legal standing of a company without the need for multiple directors or shareholders. The promoter of the OPC can serve as both the director and shareholder, making the process simple and efficient for small businesses and individual entrepreneurs.
This structure is especially beneficial for Micro, Small, and Medium Enterprises (MSMEs), fostering entrepreneurship and offering a pathway for solo entrepreneurs to formalize their businesses.
A One Person Company offers various benefits that make it an attractive choice for entrepreneurs. Here’s a summary of the key features and privileges that come with registering an OPC through FilingIn:
- Single Ownership: The OPC can be formed and managed by a single person who acts as both the shareholder and director.
- Limited Liability: The owner's personal assets are protected, as the liability is limited to the shares owned in the company.
- Perpetual Succession: The OPC continues to exist even after the death or incapacity of the owner, through the nomination of a successor.
- Separate Legal Entity: The OPC is considered a separate legal entity, able to own property, sue, and be sued in its own name.
- Minimum Compliance: OPCs are not subject to as many compliance requirements as other types of companies, reducing operational burdens.
- Simplified Annual Filings: OPCs need to file fewer documents and are not required to hold Annual General Meetings (AGMs), simplifying administrative tasks.
- Access to Loans and Credit: Banks and financial institutions are more likely to provide loans to OPCs due to their formal status and limited liability protection.
For OPC registration with FilingIn, you will need to provide the following documents:
- PAN Card: A copy of the PAN card for both the sole shareholder and nominee director.
- Identity Proof: Aadhaar card, voter ID, passport, or driving license of the shareholder and nominee director.
- Address Proof: Utility bills like electricity or water bills, bank statements, or rental agreements as proof of address.
- Registered Office Proof: No Objection Certificate (NOC) from the property owner and a copy of the rent agreement or utility bill.
- Photographs: Passport-sized photographs of the shareholder and nominee director.
- Memorandum and Articles of Association (MoA & AoA): Documents detailing the objectives and rules of the company.
Before initiating the registration process, it’s essential to meet the following eligibility requirements for OPC registration:
- Natural Person and Indian Citizen: Only a natural person who is an Indian citizen is eligible to form an OPC. Legal entities, such as companies or LLPs, cannot establish an OPC.
- Resident in India: The promoter must have resided in India for at least 182 days in the preceding calendar year.
- Minimum Authorized Capital: OPC must have a minimum authorized capital of ₹1,00,000.
- Nominee Appointment: The promoter must appoint a nominee who would take over the membership in case of the promoter's death or incapacity.
- Business Restrictions: OPCs are not eligible for certain financial activities such as banking, insurance, or investments.
- Conversion to Private Limited: If the paid-up capital exceeds ₹50 lakhs or annual turnover surpasses ₹2 crores, the OPC must be converted into a private limited company.
At FilingIn, we offer a seamless process for OPC registration in India. Here’s how we help you:
- Initial Consultation: We discuss your business needs, eligibility, and government fees to ensure the OPC structure is right for you.
- Documentation Assistance: We assist with the collection and preparation of all necessary documents to ensure compliance with legal standards.
- DIN and DSC Application: We facilitate the Director Identification Number (DIN) and Digital Signature Certificate (DSC) application.
- Name Approval: We help you check the availability of your preferred company name and submit the name for approval through the MCA portal.
- MOA and AOA Drafting: We will draft the MoA and AoA for your business according to the legal requirements.
- Filing Forms: Our team will file all the necessary forms (INC-32, INC-33, INC-34) with the Registrar of Companies (RoC).
- Incorporation Certificate: Once approved, you will receive the Certificate of Incorporation, establishing your OPC as a legal entity.
- PAN and TAN Application: We assist you in obtaining the company’s PAN and TAN.
- Post-Incorporation Support: We continue to support you with ongoing compliance needs such as professional tax, income tax returns, and more.
Post-Registration Compliance:
After your OPC is incorporated, there are a few compliance formalities to follow:
- Appointment of First Auditor: The first auditor must be appointed within 30 days of incorporation via Form ADT-1.
- Filing Income Tax Returns: OPCs must file annual income tax returns, even if no profits are made.
- Opening a Corporate Bank Account: A current account must be opened in the name of the OPC.
- Filing Annual Return & Financial Statements: OPCs are required to file annual returns and financial statements with the Registrar of Companies.
Post-Incorporation Compliance for OPC:
After OPC incorporation, certain compliance formalities need to be followed, similar to those for private limited companies. FilingIn assists in maintaining compliance with annual returns, tax filing, and board meetings, ensuring your OPC stays legally compliant.
Tax Obligations of OPC’s:
OPCs are subject to corporate tax, as well as Goods and Services Tax (GST) if the turnover exceeds ₹20 lakhs. OPCs are taxed at 22% (subject to surcharge and cess) if they do not claim exemptions. FilingIn provides complete tax compliance services, ensuring your business stays up-to-date with tax laws.
OPC Compliance Due Date:
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Compliance Requirement
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Form
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Due Date
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|---|---|---|
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Annual Return
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Form MGT-7
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Within 60 days from the date of the Annual General Meeting (AGM)
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Financial Statements
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Form AOC-4
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Within 180 days from the end of the financial year
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Income Tax Return
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-
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By 30th September of the assessment year
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One Person Company vs Sole Proprietorship:
Here is a table comparing One Person Company (OPC) and Sole Proprietorship:
|
S.no.
|
Aspect
|
One Person Company
|
Sole Proprietorship
|
|---|---|---|---|
|
5.
|
Compliance
|
Greater Compliance
|
Less Compliance
|
|
6.
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Perpetual Succession
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Perpetual Existence
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Limited Period Existence
|
|
7.
|
Transferability
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Transferred to Nominee
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Cannot be transferred
|
|
8.
|
Taxation
|
Taxed at 30% of profit plus cess and surcharge
|
Taxed as an individual
|
|
9.
|
Annual Filings
|
Filed with the Registrar of Companies
|
Income Tax returns filed
|
At Filingin, we offer seamless OPC registration services backed by a decade of experience and a network of over 500 business consultants. We guide you every step of the way, ensuring your registration is smooth, compliant, and efficient. With a 99% success rate, we pride ourselves on delivering expert advice and customized solutions for solo entrepreneurs.
Frequently Asked Questions in India
What is a One-Person Company (OPC)?
A One-Person Company (OPC) is a type of company that can be formed by a single individual who acts as the sole shareholder and director. It is designed to provide benefits like limited liability while allowing the individual to operate alone.
Who can form a One-Person Company?
Only an Indian citizen or a person of Indian origin can form an OPC. The individual must be a resident of India, i.e., someone who has lived in India for at least 182 days in the preceding calendar year.
What are the advantages of OPC registration?
- Limited Liability: The owner’s liability is limited to their shareholding, protecting personal assets.
- Single Ownership: One person can manage and control the company.
- Separate Legal Entity: OPC is considered a separate legal entity, distinct from its owner.
- Less Compliance: OPCs enjoy fewer compliance requirements compared to private limited companies.
What is the minimum capital required for OPC registration?
There is no specific minimum capital requirement for OPC registration. However, the company must have authorized capital, which typically starts from ₹1 lakh or more.
How is an OPC different from a Private Limited Company?
An OPC has only one director and one shareholder, whereas a Private Limited Company must have at least two directors and two shareholders. Additionally, OPCs enjoy simpler compliance requirements.
Can a One-Person Company have more than one director?
No, an OPC can only have one director. However, the OPC can have a nominee director, who takes over in case of the owner’s incapacity or death.
How does a One-Person Company transfer its ownership?
Since an OPC has a sole shareholder, it cannot transfer ownership like a private limited company. In case of the owner’s death, the nominee will assume control of the company, as mentioned in the MoA (Memorandum of Association).
What documents are required for OPC registration?
Documents typically required include:
- PAN card of the shareholder and nominee.
- Proof of identity and address of the shareholder and nominee.
- Address proof of the registered office.
- Passport-sized photographs of the shareholder and nominee.
- A copy of the No Objection Certificate (NOC) from the owner of the premises (if renting).
Can an OPC convert into a Private Limited Company?
Yes, an OPC can be converted into a private limited company once its paid-up capital exceeds ₹50 lakh or its annual turnover exceeds ₹2 crore.
What is the process for registering an OPC?
The registration process involves:
- Obtaining a Digital Signature Certificate (DSC).
- Acquiring a Director Identification Number (DIN).
- Choosing a suitable company name and obtaining name approval from the Ministry of Corporate Affairs (MCA).
- Preparing the Memorandum and Articles of Association (MoA & AoA).
- Filing the necessary forms and documents with the MCA through the SPICe+ form.
