One Person Company Registration India
One Person Company (OPC) can be formed with only one owner, who acts as both the director as well as a shareholder of the company. There can be more than one director, but not more than one shareholder. It is registered as per the compliance and regulatory guidelines of the Ministry of Corporate Affairs (MCA).
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One person company registration provides corporate status and many benefits to the members and directors.
In the case of a Private company, at least two members are required which is not the same in the case of OPC. To eliminate this drawback and allow a single person to reap the advantages of One Person Company, this sort of a company structure is introduced through the Companies Act, 2013. One Person Company registration is simplified with online filing and process.
One Person Company feature is such that it has only one shareholder who owns 100% stake of the company. To maintain the character of perpetuity, the appointment of the nominee is compulsory, who will take place of the owner in case of death or his inability. One person company is a type of Private Limited Company.
Limited Liability of Owners
Separation of Management and Ownership
Separate Legal Existence
Lower Compliance Requirement
Pan Card
Address Proof
Bank Statement
Photograph & Signature
In India, One Person Company registration cannot be done without proper identity and address proof. These documents will be needed for all the partners and the shareholders of the company to be incorporated. Listed below are the documents that are accepted by MCA for the OPC registration process acceptable.
The director of the One Person Company should submit the scanned transcripts/ copies of the following documents mandatory for OPC registration-
- PAN card or Passport
- Passport, for NRIs and Foreign Nationals
- Scanned transcript of Driver’s License or Voter’s ID
- Updated gas or electricity invoice/Bank account Statement/Mobile or landline phone invoice
- Specimen signature or impression
- Passport-sized photo
Please Note: The first 3 documents should be self-attested by the OPC director. All the documents for a foreign national or an NRI must be notarized (if residing in India or a non-Commonwealth country at present) or apostilled (if living in a Commonwealth country at present).
Documents Necessary For The Registered OfficeÂ
- Scanned transcript of Current Bank Account Statement/Phone or Mobile Invoice/Gas or Electricity Invoice)
- Scanned transcript of Rental Agreement written in the English language
- Scanned transcript of N-O or No-objection Certificate from the concerned property landowner
- Scanned transcript of Property or Sale Deed printed in English (if the property is owned)
Note: Your office space which is registered needs to be a commercial area; however, it can be your house of residence as well
Before exploring the concept of a one person company, let us have a brief understanding of the various types of companies that can be formed. A company can be established for a lawful purpose by the following number of persons:
- Seven or more persons, in case of a public limited company.
- Two or more persons, in case of a private limited company.
- One person, in case of a one-person company.
Unlike a private limited company, a one person company has certain restrictions associated with its incorporation. Hence, before starting an OPC registration online, its essential to understand the constraints and ensure the promoter is eligible as per the Companies Act to register a OPC.
- 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.
Thus, a one person company can be formed by an Indian citizen who has his/her presence in India for at least 182 days during the immediately preceding calendar year. A person can incorporate not more than one OPC. Finally, an OPC is prohibited from having a minor as its member.
- Pick a Package that best fits your requirements
- Nearly 10 minutes to fill in our Questionnaire
- Provide basic details & documents required for registration
- Make payment through secured payment gateways
- Assigned Relationship Manager to help you with OPC registration.
- Procurement of Digital Signatures (DSC)
- Application for OPC Name Reservation under SPICe
- Documents drafting including MOA and AOA
- Certificate of Incorporation
- Application for PAN and TAN
- Your business is registered, get-set-grow!
- All it takes is 15 – 18 working days to register andÂ
An OPC is a good alternative to running a sole proprietorship, largely because it gives limited liability to the business owner. This means that your liability is limited to the amount you’ve invested in the business; business debts cannot be recovered from personal possessions. Also, a sole proprietorship ceases to exist on the death of its promoter. In the case of an OPC, the nominee director takes over and the entity continues to exist. Single entrepreneurs who do not have another partner to start a private limited company may also consider it.
One Person company registration can be done only by Indian residents, and that, too, only one at a time, as per the specifications of the Ministry of Corporate Affairs.
All such businesses must maintain books of accounts, comply with statutory audit requirements and submit income tax returns and annual filings with the RoC.
The company shall file form INC-4 in case of cessation of member of OPC on account of death, incapacity to contract or change in ownership. In the same form, user needs to provide details of the new member of the OPC.
The OPCs in India are taxed in the following ways and rates:
- Corporate Income-Tax: 30% of the Total Income/Net Profits
- Surcharge: 5% of such income, if it exceeds INR One Crore
- Education Cess: 3% of the total of Income-Tax and Surcharge
- Dividend Distribution Tax (DDT): 15%
Lastly, the provisions of the Minimum Alternative Tax (MAT) are also applicable.
As per the Companies (Incorporation) Rules, 2014, a One Person Company has to change itself compulsorily into a private limited company or a public limited company, if at any point of time, its paid-up capital exceeds INR 50 Lac OR its average annual turnover of three immediately preceding consecutive financial years becomes more than INR 2 Crore. Under any of these conditions, the OPC is necessarily required to inform the relevant ROC through Form INC-5, within 60 Days of the exceeding threshold limits. Here, it may also be noted that an OPC cannot voluntarily change itself into any type of company, within two years of its incorporation, except under any of these two cases of exceeding the threshold limits.
No, no other persons than an Indian citizen or a Resident in India, can register a one person company anywhere in India. This means, a non-resident Indian (NRI), or a foreign national, cannot set up an OPC in India.
The minimum authorised capital for starting up a one person company is Rs. 1 lakh.
Managing Your Business
Private Limited Company
Limited Liability Partnership
One Person Company
Partnership Firm
Proprietorship Firm
Governing Act
Companies Act, 2013
Limited Liability Partnership Act, 2008
Companies Act, 2013
Indian Partnership Act, 1932
No specified Act
Registration Requirement
Registration under Companies Act is mandatory
Registration under LLP Act is mandatory
Registration under Companies Act is mandatory
Optional
There is no registration criteria prescribed. But, registration is recommended
Number of members
2 - 200
2 - Unlimited
Only 1
2 - 50
Only 1
Separate Legal Entity
It is a separate entity and can own assets in its name
It is a separate entity and can own assets in its name
It is a separate entity and can own assets in its name
It is a separate entity and can own assets in its name
Proprietor and business are considered the same
Liability Protection
Limited up to the total value of shares subscribed
Limited up to the value of shares subscribed
Limited up to the total value of shares subscribed
Partners are jointly and severally liable to pay the debts of the Partnership Firm
Proprietor’s liability is to pay-off all the debts and obligation of the firm
Statutory Audit
Auditor must be appointed within the 30 days of incorporation
Applicable when turnover exceeds INR 40 Lakh or contribution exceeds INR 25 Lakh
Auditor must be appointed within the 30 days of incorporation
Statutory audit not applicable. Tax audit may be applicable based on turnover
Statutory audit not applicable. Tax audit may be applicable based on turnover
Ownership Transferability
Shares can be transferred with the consent of other Shareholders
Ownership can be changed with consent of other partners
Shares are not transferable easily
Ownership is not transferable easily, clause of partnership deed should be referred
Firm is no different from proprietor and so ownership is not transferable
Uninterrupted Existence
Perpetual existence as the management and owners are different. Ownership is easily transferable
Change in Partners or Designated Partners does not affect the existence of LLP
Perpetual existence. The nominee will take place of member
Change in partner leads to dissolution or formation of another partnership firm
Death or insolvency of proprietor directly affects the firm
Foreign Participation
Foreign national are allowed to invest under the Automatic Route
Foreign nationals are allowed, subject to FDI Guidelines
Member, nominee and director must be an Indian resident
Foreign nationals are not allowed to be a partner
Foreign Nationals cannot commence proprietorship business
Tax Rates
Tax rate applicable for small companies is reduced to 22%, dividend distribution tax applicable
With tax rate of 30% on business profit, no tax on income distribution to partners
Tax rate applicable for small companies is reduced to 22%, dividend distribution tax applicable
With tax rate of 30% on business profit, no tax on income distribution to partners
Tax rates of individual applied to Proprietorship Firm
Statutory Compliances
Companies have to meet high compliance requirements
Lesser compliance requirements compared to companies
Separate ITR of partnership is filed, else there is no filing requirement
With tax rate of 30% on business profit, no tax on income distribution to partners
No compliances and no requirement to file a separate ITR
1. Fill Form
2. Call to discuss
3. Get Certificate
