One Person Company (OPC) Registration
Incorporating a One Person Company under the Companies Act, 2013, for a solo founder who wants limited liability and a corporate structure without bringing in a second shareholder.
An OPC is a private company with a single member who is also usually the sole director, and it requires a nominee to be named at incorporation who will become the member if the original member dies or becomes incapacitated. An OPC must convert to a private or public limited company if its paid-up capital or average annual turnover crosses the prescribed threshold, and it cannot be incorporated by a minor, a foreign national, or an existing OPC's sole member forming another OPC.
What our OPC registration service covers
A single-member structure set up with the nominee and conversion triggers handled correctly.
- Confirming eligibility of the proposed member as a resident Indian citizen who is not a minor
- Appointing and documenting the nominee's consent in Form INC-3
- Name reservation and SPICe+ incorporation filing with the Registrar of Companies
- Drafting the MOA and AOA reflecting the single-member structure
- Advising on the paid-up capital and turnover thresholds that trigger mandatory conversion to a private limited company
- Setting up the annual compliance calendar, including the exemption from holding an annual general meeting
What makes an OPC different from a private limited company
The features specific to the single-member structure.
Single Member
Only one natural person who is a resident Indian citizen can be the member of an OPC, and that person can hold membership in only one OPC at a time.
Nominee Requirement
A nominee must be named at incorporation with their written consent, ensuring business continuity if the sole member is unable to continue.
Conversion Triggers
Crossing the prescribed paid-up capital or average annual turnover threshold makes conversion to a private or public limited company mandatory.
Reduced Compliance
An OPC is exempt from holding an annual general meeting and has relaxed board meeting requirements compared to a private limited company.
Our process
From initial consultation to completion.
Eligibility Check
Confirming the proposed member and nominee meet the residency and eligibility conditions under the Companies Act.
Nominee Consent
Obtaining and filing the nominee's written consent in the prescribed form.
SPICe+ Incorporation
Filing the name reservation and incorporation forms along with MOA and AOA.
Post-Incorporation Setup
Opening the bank account and setting the compliance calendar, including the conversion threshold to track.
Why OPCs need more planning than they look like they do
What sets our approach apart.
Growth can force a structural change you didn't plan for
Crossing the paid-up capital or turnover threshold makes conversion to a private limited company mandatory, and it is better to plan the structure for that transition in advance.
A missing or invalid nominee consent can block incorporation
Registrar scrutiny on nominee documentation is common, and incomplete Form INC-3 filings are a frequent cause of resubmission.
Fundraising from investors usually requires conversion first
Most institutional and angel investors require a multi-shareholder private limited company, so an OPC intending to raise external capital should plan the conversion timeline early.
One Person Company (OPC) Registration questions answered
What people ask before engaging us.
You may also need
Other areas we regularly help clients with.
Considering an OPC for your solo venture?
We will confirm eligibility, handle nominee documentation, and plan your conversion path in advance.