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One Person Company (OPC)

 Registration of One Person Company (OPC) in INDIA
DSC for 1 director
DIN for director
Name Reservation
Memorandum & Articles of Association
Certificate of Incorporation
Company PAN & TAN

Rs. 11,999/- all-inclusive

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One Person Company

One Person Company-MyBizz

The concept of One Person Company (OPC) has been introduced through the Companies Act, 2013. Though this concept is new in India but it is a very successful form of business-constitution in the United Kingdom and several other European countries since a long time. OPC provides all the benefits of a Private Limited Company while maintaining a separate legal entity. It gives a single promoter full control over the company while limiting his/her liability to contributions to the business. This person will be the only Director and shareholder (there is a nominee Director, but with no power until the original Director is incapable of entering into a contract).




  • Making Application for reservation of name in E-Form INC-1 to Registrar of Companies. The Applicant can give maximum six names in order of preference. The proposed names for the company given in E-Form INC-1, shall end with, OPC Private Limited or Private Limited OPC.
  • For Example XYZ Construction OPC Private Limited or XYZ Construction Private Limited OPC.
  • Once the Name is approved by Registrar of Companies, draft MOA and AOA. In MOA, the Seven clause mainly i.e. Name Clause, Registered Office Clause, Main Object Clause, Liability Clause, Capital Clause, Subscribers Clause and Nominee Clause will have to take into consideration.
  • Filing of E-Form INC-2, i.e, Application for Incorporation of an “OPC” needs to be filed within 60 Days from the date on which the application for Reservation of name was made.
  • The Subscriber to the memorandum of an OPC shall nominate a person, after obtaining prior written consent of such person, who shall, in the event of the subscriber’s death or his incapacity to contract become the member of the company. Consent of such nominee Shall be obtained in Form No INC.3.
  • The name of the person nominated shall be mentioned in the seventh clause of memorandum of association of OPC.


Attachments of E-Form No INC.2

  • Memorandum of Association. (Format Prescribed in Table A of Schedule I of Companies Act, 2013). Only Change is replace point no 7 and 8 with point No 6 of the said table.
  • Articles of Association.
  • Identity Proof and Residential proof of the member and the nominee.
  • Copy of PAN card of the member and the nominee.
  • Affidavit from the subscriber and first Director to the memorandum in Form NO. INC-9.
  • List of all the companies (specifying their CIN) having the same registered office address, if any.
  • Specimen Signature in Form No. INC-10 by subscriber to the memorandum.
  • Declaration by professional in INC-8
  • Proof of Registered Office address (Conveyance/ Lease deed/Rent Agreement etc. along with rent receipts).
  • Copies of the utility bills of Registered Office address (not older than two months).
  • Consent from Director in Form DIR-2.
  • Particulars of subscriber to Memorandum and Articles of Association
  • The company can file form INC-22 within 30 days once form INC-2 is registered, in case the address of correspondence and registered office address are not same in form INC-2.



Points/Conditions to be noted while incorporating a One Person Company

  • A person can be member in only one OPC.
  • No person shall be eligible to incorporate more than an OPC or become nominee in more than one such company.
  • Only a natural person, who is an Indian citizen and resident in India*, shall be eligible to incorporate an OPC.
  • Only a natural person, who is an Indian citizen and resident in India*, shall be a nominee for the sole member of an OPC.
  • Minor cannot become member or nominee of the OPC or can hold share with beneficial interest.
  • OPC cannot be incorporated or converted into a Section 8 company.
  • OPC cannot carry out Non-Banking Financial Investment activities including investment in securities of any body corporates.
  • OPC cannot convert voluntarily into any kind of company unless two years have expired from the date of incorporation of OPC, except threshold limit (paid up share capital) is increased beyond fifty lakh rupees or its average annual turnover during the relevant period exceeds two crore rupees.
  • Where the sole member of OPC ceases to be the member in the event of death or incapacity to contract and his nominee becomes the member of such One Person Company, such new member shall nominate within fifteen days of becoming member, a person who shall in the event of his death or his incapacity to contract become the member of such company, and the company shall file with the Registrar an intimation of such cessation and nomination in Form No INC.4, within thirty days of the change in membership and with the prior written consent of the person so nominated in Form No.INC.3.
  • The words ‘‘One Person Company” must be mentioned in brackets below the name of such company, wherever its name is printed, affixed or engraved. [Second proviso to Section 12(3)].

Resident in India” means a person who has stayed in India for a period of not less than one hundred and eighty two days during the immediately preceding one calendar year



To be submitted by Director
➥ Scanned copy of PAN Card or Passport (Foreign Nationals & NRIs)
➥ Scanned copy of Voter’s ID/Passport/Driver’s License
➥ Scanned copy of Latest Bank Statement/Telephone or Mobile Bill/Electricity or Gas Bill
➥ Scanned passport-sized photograph Specimen signature (blank document with signature)

Note: The director must self-attest the first three documents. In case of foreign nationals and NRIs, all the documents must be notarised (if currently in India or a non-Commonwealth country) or apostilled (if in a Commonwealth country).

For the Registered Office
➥ Scanned copy of Latest Bank Statement/Telephone or Mobile Bill/Electricity or Gas Bill
➥ Scanned copy of Notarised Rental Agreement in English
➥ Scanned copy of No-objection Certificate from property owner
➥ Scanned copy of Sale Deed/Property Deed in English (in case of owned property)
Note: Your registered office need not be a commercial space; it can be your residence, too.


Separate Legal Entity

A company is a legal entity and a juristic person established under the Act. Therefore a company form of organization has wide legal capacity and can own property and also incur debts. The members (Shareholders/Directors) of a company have no liability to the creditors of a company for such debts.

Uninterrupted Existance

A company has ‘perpetual succession’, that is continued or uninterrupted existence until it is legally dissolved. A company, being a separate legal person, is unaffected by the death or other departure of any member but continues to be in existence irrespective of the changes in membership.

Borrowing Capacity

A company enjoys better avenues for borrowing of funds. It can issue debentures, secured as well as unsecured and can also accept deposits from the public, etc. Even banking and financial institutions prefer to render large financial assistance to a company rather than partnership firms or proprietary concerns.

Easy Transferability

Shares of a company limited by shares are transferable by a shareholder to any other person. Filing and signing a share transfer form and handing over the buyer of the shares along with share certificate can easily transfer shares.

Owning Property

A company being a juristic person, can acquire, own, enjoy and alienate, property in its own name. No shareholder can make any claim upon the property of the company so long as the company is a going concern.

Limited Liability

Limited Liability means the status of being legally responsible only to a limited amount for debts of a company. Unlike proprietorships and partnerships, in a limited liability company the liability of the members in respect of the company’s debts is limited.