One Person Company (OPC) Registration in India
Define:
As per Companies act 2013. Section 2(62) (OPC) One Person Company as a company which has only one person as a member.
Nature of Business:
OPC can be only registered as a private company, thus all the provisions of a private company are applicable to OPC unless otherwise expressly excluded in the Act or rules made thereunder.
OPC can be converted into Public or Private Company and vice-versa in certain cases.
The word ‘One person Company’ must be mentioned below the name of the company where ever applicable.
Who can incorporate OPC?
A person who is resident in India i.e. he has stayed in India for 182 days during the immediately previous financial year. However, one such person can’t form more than one OPC or become the nominee of more than one for such a company.
Features of OPC:
• Personality determined passion and execution of a business plan.
• The desire of the entrepreneurial person to take additional risk and willingness to take additional responsibility.
• Personal assurance to the business which is an only idea of the person close to his heart.
• OPCs are a separate legal entity similar to that of any registered corporate in spite of its run by individuals.
• It must have only one member and have only one director.
• The member and nominee should be the natural person who is Indian Citizens plus resident in India.
· Minor shall not become member nor become the nominee of the One Person Company or hold a share with beneficial interest.
· One person Company can’t be incorporated or changed into a company of section 8 of the Companies Act, 2013 etc.
Restriction on the incorporation of OPC:
Conversion or incorporation of OPC into section 8 company is not possible. It cannot carry out non-banking activity, including investment in securities of anybody corporate
How many types of OPC can be incorporated under the Act?
ü A company limited by shares or;
ü A company limited by guarantee or;
ü An unlimited company
Privileges available to OPC
They are as follows:
§ OPC provides new business ideas for the new start-up business
§ The most important advantage is the limited liability which attracts many people to start up OPC
§ OPC need not bother too much about compliance unlike Companies
§ OPC requires minimal capital, to begin with. It can also raise capital from others like venture capital, other financial institution etc.
§ Compulsory rotation of auditor so appointed after maximum term is not applicable
Note: Exemption of section 96, section 98, and from 100 to 111 are allowed to OPC under Companies Act 2013.
Directors
o AOA can provide the appointment of first directors in such a company
o It may also have a single director
o Maximum number of Directors should be 15, then it can increase from number 15 by passing the special resolution
o Director must have stayed in India for not less than 182 days in the previous calendar year
Process of Incorporation of OPC
1. Obtain DSC of director proposed.
2. Then apply and obtain Din for all the Directors.
3. Name application to ROC for the availability of name.
4. Draft MOA and AOA for incorporation purpose.
5. File various forms along with required documents and fees electronically i.e. Spice form.
6. Pay requisite fees and stamp duty wherever applicable.
7. Scrutiny of forms filed for purpose of incorporation at ROC.
8. Receive from ROC Certificate of registration or incorporation.
Documents Required
By Director:
1. Scanned copy of PAN
2. Copy of passport/voter ID etc.
3. Latest telephone Bill/ bank statement etc.
4. Passport size photograph etc.
For the Registered office:
1. Copy of Rent agreement to be notarized
2. NOC obtained from owner of property where applicable
3. Copy of Property deed/ copy of sale deed (if owned property)
4. Others if required
