The concept of One Person Company (OPC) in India was introduced through the Companies Act, 2013 to support entrepreneurs who on their own are capable of starting a venture by allowing them to create a single person economic entity. 

In OPC, a single promoter gains full authority over the company thereby restricting his/her liability towards their contributions to the enterprise. Therefore, the said person will be the sole shareholder and director (however, a director nominee is present, but has zero power until the real director proves incapable of getting into the contract). 

One Person Company (OPC) Registration Process

  • Only a natural person who is Indian Citizen and resident in India can incorporate OPC.
  • Resident in India means a person who had resided in India for a period not lesser than 182 days in the prior calendar year.
  • Legal entities like Company or LLP cannot incorporate a OPC.
  • The minimum authorised capital is Rs 1,00,000.
  • A nominee must be appointed by the promoter during incorporation.
  • Businesses involved in financial activities cannot be incorporated as a OPC.
  • OPC must be converted to a private limited company when paid-up share capital exceeds Rs.50 lakhs or turnover crosses Rs.2 crores.

The rules for incorporation of one person company requires that the sole member of a One Person Company should include the name of a nominee in the Companies MOA, who will undertake the entity after the expiry or incapacity of the former. Moreover, the document must contain the written consent of the nominee, which must also be filed with the Registrar during incorporation along with the MOA and AOA.

  • Form AOC-4 for financial statement
  • MGT-7 for an annual return
  • Meeting of board at least twice in a year

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