One Person Company

One Person Company (OPC) Registration 

A One Person Company (OPC) is a revolutionary concept introduced under the Companies Act, 2013, enabling a single individual to own and manage an entire company. This structure bridges the gap between a sole proprietorship and a private limited company by combining the benefits of limited liability with complete control.

 What is an OPC?

An OPC is a type of private company that can be formed by just one person as both:

  • Shareholder, and

  • Director

It provides the corporate status and limited liability protection to individual entrepreneurs, which is not available in traditional sole proprietorships.

 Key Characteristics:

  • Only one person is allowed as a member/shareholder

  • Must appoint a nominee (in case of death/incapacity of the sole member)

  • Can have up to 15 directors

  • Not permitted to carry out Non-Banking Financial Activities (NBFC) or invest in securities

Advantages of a One Person Company (OPC)

A One Person Company offers the ideal blend of simplicity, control, and corporate protection for solo entrepreneurs and professionals.

 1. Limited Liability Protection

The shareholder’s liability is limited to their capital contribution, protecting personal assets from business losses or debts.

 2. Separate Legal Entity

An OPC has a distinct legal identity from its owner. It can own property, enter contracts, and sue or be sued in its own name.

 3. Complete Control with Full Ownership

The sole member has total control over decision-making and business operations, avoiding the complications of having multiple stakeholders.

 4. Easy Funding Options

Being a company structure, OPC enjoys better credibility with banks, investors, and financial institutions compared to sole proprietorships.

 5. Continuity of Business

With the appointment of a nominee director, the company continues to exist even in the event of the owner's death or incapacity.

 6. Easy Conversion to Private Limited Company

An OPC can be converted into a Private Limited Company easily once it meets the threshold for turnover or paid-up capital.

 7. Minimum Compliance

OPCs enjoy relaxed regulatory requirements compared to other companies (e.g., no need to hold annual general meetings).

 8. Better Brand Image

Registering as a company builds brand trust and recognition, especially for consultants, service providers, and startups.

Disadvantages of a One Person Company (OPC)

While a One Person Company offers many benefits for solo entrepreneurs, it also comes with certain limitations and compliance obligations that should be considered before registration.

 1. Limited to Only One Owner

  • Only one person can be the member/shareholder.

  • Cannot raise equity capital by adding more shareholders.

 2. Mandatory Nominee Requirement

  • A nominee must be appointed during incorporation.

  • Changing the nominee involves a formal procedure and ROC filing.

 3. Restricted Business Activities

  • OPCs are not allowed to:

    • Carry out Non-Banking Financial Activities (e.g., investment in securities)

    • Form joint ventures or partnerships

 4. Higher Compliance Costs Than Sole Proprietorship

  • Even with fewer compliances than Pvt Ltd companies, OPCs still need:

    • Annual filings with the Registrar of Companies (ROC)

    • Audited financial statements

    • Board meeting documentation

 5. Conversion Mandatory in Certain Cases

  • OPC must convert to a Private or Public Limited Company if:

    • Paid-up capital exceeds ₹50 lakhs, or

    • Annual turnover exceeds ₹2 crores (as per recent updates by MCA)

 6. Limited Investor Interest

  • External investors and venture capitalists often prefer Private Limited Companies, making OPCs less suitable for scaling via funding.

 7. Taxation at Corporate Rate

  • OPCs are taxed as a company — flat rate of 22% (with surcharge and cess) under new regime — which may be higher than individual slab rates for small incomes.

Eligibility Criteria to Register a One Person Company (OPC) in India

As per the Companies Act, 2013, and the guidelines issued by the Ministry of Corporate Affairs (MCA), the following criteria must be met to form an OPC in India:

 1. Only a Natural Person Can Incorporate OPC

  • The sole member must be a natural person, i.e., not a company or legal entity.

  • The person must be an Indian citizen, either:

    • Resident in India (stayed at least 120 days in the previous financial year as per latest MCA updates)

 2. One Person – One OPC Rule

  • A person can incorporate only one OPC.

  • Similarly, they cannot be a nominee in more than one OPC at a time.

 3. Nominee Appointment is Mandatory

  • A nominee must be appointed at the time of incorporation.

  • The nominee must also be:

    • A natural person

    • An Indian resident

    • Not a nominee in any other OPC

 4. Permitted Business Activities

  • OPCs can carry out any lawful business, except:

    • Non-Banking Financial Activities

    • Investment in securities or financial instruments


 5. Minimum Capital Requirement

  • There is no minimum capital required to start an OPC.

  • However, if:

    • Paid-up capital exceeds ₹50 lakhs, or

    • Turnover exceeds ₹2 crores,
      → the OPC must be converted into a Private Limited Company.

 6. Director Requirement

  • OPC must have at least one director, who may also be the sole member.

  • A maximum of 15 directors is allowed without special resolution

Documents Required for One Person Company (OPC) Registration

To register an OPC under the Companies Act, 2013, the following documents are required from the promoter, nominee, and for the registered office:

 1. Documents of the Director/Promoter (Sole Member)

(Also acts as the sole shareholder)

  •  PAN Card (mandatory for Indian citizens)

  •  Aadhaar Card or Voter ID/Passport/Driving License (as ID proof)

  •  Passport (mandatory for foreign nationals)

  •  Latest Utility Bill/Bank Statement/Mobile Bill (not older than 2 months) – as address proof

  •  Passport-size photograph

  •  Email ID and Mobile Number

  •  Digital Signature Certificate (DSC)

 2. Documents of the Nominee

  •  PAN Card

  •  Aadhaar Card or Voter ID/Passport/Driving License

  •  Latest Utility Bill/Bank Statement – as address proof

  •  Passport-size photograph

  •  Consent Form (Form INC-3) – signed by nominee

 3. Registered Office Address Proof

  •  Electricity Bill, Water Bill, or Property Tax Receipt (not older than 2 months)

  •  Rent Agreement (if the premises are rented)

  •  No-Objection Certificate (NOC) from the property owner

 4. Other Required Documents

  •  MOA (Memorandum of Association) – defines the objectives of the company

  •  AOA (Articles of Association) – defines internal rules and management

  •  Form INC-9 – Declaration by the director and subscriber

  •  DIR-2 – Consent to act as a director

  •  INC-3 – Nominee consent form

​​​​​​​How to Register a One Person Company (OPC) in India

Registering a One Person Company under the Companies Act, 2013 is a streamlined process through the Ministry of Corporate Affairs (MCA) portal. Here's how it works:

 Step-by-Step Registration Process

 Step 1: Apply for Digital Signature Certificate (DSC)

  • The proposed director (sole member) must obtain a DSC, required for digitally signing forms on the MCA portal.

 Step 2: Apply for Director Identification Number (DIN)

  • DIN can be applied using SPICe+ form (Part B) if not already available.

 Step 3: Name Reservation (SPICe+ Part A)

  • File SPICe+ Part A for company name reservation.

  • The name must include “(OPC) Private Limited” at the end.

  • Conduct a trademark and MCA name check beforehand.

 Step 4: Prepare Incorporation Documents

  • Draft MOA and AOA (Memorandum & Articles of Association)

  • Obtain INC-3: Consent of the nominee

  • Prepare INC-9, DIR-2, and all ID/address proofs

 Step 5: File SPICe+ Part B, AGILE-PRO-S, and INC-9

  • These forms are submitted together through the MCA portal:

    • SPICe+ Part B: Incorporation form

    • AGILE-PRO-S: For GST, EPFO, ESIC, bank account & Profession Tax (if applicable)

    • INC-9: Declaration by the director/subscriber

  • Attach all required documents and e-sign with DSC

 Step 6: PAN & TAN Application

  • Automatically applied within SPICe+ forms; e-PAN & e-TAN are issued post-approval.

 Step 7: Issue of Certificate of Incorporation (COI)

  • Upon successful verification, the Registrar of Companies (RoC) issues:

    • Certificate of Incorporation

    • Company PAN & TAN

    • CIN (Corporate Identity Number)

​​​​​​​Why Choose YKG GLOBAL for One Person Company (OPC) Registration?

At YKG GLOBAL, we specialize in streamlining business registrations for entrepreneurs, startups, and professionals. When you choose us for your One Person Company (OPC) registration, you’re not just getting documentation—you’re gaining a reliable partner in your business journey.

 1. End-to-End Legal Support

From name reservation to the Certificate of Incorporation, our experts handle the entire OPC registration process so you can focus on launching your business.

 2. Expert Advisory

Our experienced legal and compliance consultants ensure:

  • Proper structuring of your OPC

  • Seamless nominee appointment

  • Guidance on tax, compliance & future conversion to Pvt Ltd

 3. Transparent & Affordable Pricing

No hidden charges. No surprises. We offer fixed, competitive packages with full clarity on government fees and professional charges.

 4. Quick Turnaround Time

We value your time. With our dedicated documentation and filing teams, we ensure OPC incorporation is completed within 7–10 working days (subject to MCA timelines).

 5. Post-Incorporation Assistance

Beyond registration, we help with:

  • PAN & TAN application

  • Bank account setup

  • GST registration

  • Compliance calendar setup

  • Business license guidance

 6. Nationwide & Global Presence

With clients across India and over 20+ countries, YKG GLOBAL is trusted by over 5000+ businesses for legal and corporate services.

 7. One-Stop Corporate Solution

Need trademark registration, accounting, ISO certification, or tax filing? We offer a complete suite of business compliance services under one roof.

 

FAQ'S

An OPC (One-Person Company) allows a single owner to conduct business as a separate legal entity with limited liability protection and perpetual succession.

Benefits include single ownership, limited liability, separate legal entity status, nominee succession, perpetual succession, and reduced regulatory compliances.

A natural person who is an Indian citizen and resident (stayed in India for at least 182 days in the preceding year) can register an OPC.

An OPC cannot engage in non-banking financial investment activities, such as purchasing corporate securities, or be incorporated for charitable purposes.

YKG Global provides expert consultation, and competitive pricing, and ensures a fast and smooth registration process for One-Person Companies, guiding you throughout the process.

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