One Person Company Registration (OPC)
Introducing the One Person Company
In 2013, the Companies Act introduced the concept of a one-person company (OPC) with the aim of aiding individuals in initiating their ventures independently. It permits the establishment of a single-person economic entity, a notable advantage being that only one member is allowed in an OPC. In contrast, a minimum of two members is required for forming and maintaining a Private Limited Company or a Limited Liability Partnership.
Requirements for an OPC
Here are some key Requirements for a One Person Company:
1. Non-transferable Shares:
Shares cannot be transferred to others.
2. No Public Invitations:
OPCs cannot solicit the public to subscribe to the company’s securities.
3. Conversion Limitations:
An OPC cannot voluntarily convert into another type of corporation within two years from its incorporation, except when specific financial thresholds are crossed.
4. Naming Conventions:
The OPC must have a distinct name and must feature “One Person Company” beneath the name wherever it’s displayed or used.
Example of an OPC in India
The name of an OPC in India should consist of three parts: the company name, the objective, and the type of corporation. For instance, “Mayur Clothing Limited” reflects the company’s name, its objective (clothing), and its company type (limited).
Registration Process for an OPC
The registration process involves several steps:
1. Reservation of Name: Apply for name reservation through the MCA portal using Form INC-1.
2. Document Submission for Partners: Submit scanned copies of PAN Card, ID, bank statements, photos, and signatures of the company partners.
3. Registered Office Documents: Submit documents proving the registered office, such as bank statements, rental agreements, NOC from the property owner, and property deeds.
Detailed Registration Steps:
1. Obtain DSC:
Get a Digital Signature Certificate for the proposed Director.
2. Apply for DIN:
Apply for Director Identification Number for the proposed Director.
3. Name Approval:
Choose and get the company name approved by the MCA.
4. Document Preparation:
Prepare documents including MoA, AoA, nominee details, office proof, affidavits, and compliance declaration.
5. Filing with MCA:
Upload documents using SPICe Form and other necessary forms to the MCA site for approval.
6. Certificate Issuance:
Upon verification, the Registrar of Companies issues a Certificate of Incorporation.
Professional Services for Simplified Registration
ETaxwala offers professional tech-based online legal services, streamlining the complexities of registration, taxation, and legal compliance related to business setups in India. Their step-by-step process involves obtaining DSC and DIN, name approval, MoA and AoA submission, filing for incorporation and PAN/TAN, culminating in the issuance of the Certificate of Incorporation.
By following these steps or seeking professional services, individuals can navigate the process of establishing a One-Person Company in India smoothly.
Frequently Asked Questions
No, it’s not mandatory. Share capital can be deposited within two months after the completion of the registration process and the opening of a bank account.
No, an OPC continues its existence until officially closed down. However, it must file basic annual returns with the Registrar of Companies (RoC).
Yes, the company’s address can be changed at any time after incorporation.
No, as a privately owned company, shares of an One Person Company cannot be traded in the public domain.
Any natural or juristic person, including NRIs and foreigners, can become a member of an One Person Company.
A Director Identification Number (DIN) is a unique identifier for company directors, which must be mentioned in relevant documentation when someone becomes a director.
A Digital Signature Certificate (DSC) is an encrypted electronic signature used for signing e-forms during company registration filings.
Yes, for every contract an OPC enters into with its sole member (also the director), the RoC must be informed within 15 days of contract approval. Additionally, an OPC limited by shares cannot transfer shares or invite the public to subscribe to its securities.
No, an individual can register only one OPC at a time, and this rule extends to the nominee of an OPC as well.
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