One Person Company Registration

Home >> One Person Company Registration

One Person Company (OPC) Registration – Classic Partners LLP

By Classic Partner – Chartered Accountants & Business Advisors

Meaning

A One Person Company (OPC) is a unique business structure that allows a single entrepreneur to run a corporate entity with limited liability.

Introduced under the Companies Act, 2013, this concept empowers individuals to create a single-person economic entity. The sole promoter enjoys full control as both shareholder and director, while a nominee director (named in the MOA/AOA) ensures continuity in case the original director becomes incapacitated.

Unlike proprietorships, an OPC has a separate legal identity and enjoys credibility with banks, vendors, and institutions. However, if the paid-up capital exceeds ₹50 lakh or annual turnover crosses ₹2 crore, it must be converted into a Private or Public Limited Company.

Reasons to Opt for an OPC

  • Single Promoter Control – Ideal for entrepreneurs who want complete control with limited liability.

  • Limited Liability – Personal assets of the promoter are protected from business liabilities.

  • Perpetual Existence – The company continues to exist even if the promoter exits or passes away (via nominee director).

  • Higher Credibility – Mandatory audits and corporate status make OPCs more credible for loans and partnerships.

  • Ease of Transfer – Ownership can be transferred by changing shareholding.

Salient Features

  • No Annual General Meeting required.

  • No need to prepare a Cash Flow Statement.

  • At least one Board Meeting every half-year (90 days apart).

  • OPC can only be incorporated as a Private Limited Company.

  • Exempt from several compliance provisions (Sections 98 & 100–111 of Companies Act).

Conversions

Voluntary Conversion

  • Allowed only after 2 years of incorporation, unless capital/turnover thresholds are crossed earlier.

  • Conversion under Section 18 & Rule 7(4) of Companies (Incorporation) Rules, 2014.

Compulsory Conversion

  • Mandatory if:

    • Paid-up capital ≥ ₹50 lakh, or

    • Annual turnover ≥ ₹2 crore.

  • Must convert into a Private Limited or Public Limited Company.

Documents Required

For Directors:

  • PAN Card / Passport (for NRIs)

  • Voter ID / Passport / Driving License

  • Latest Bank Statement / Electricity or Telephone Bill

  • Passport-sized photograph

  • Specimen signature

For Registered Office:

  • Proof of address (utility bill / bank statement)

  • Rent Agreement or Sale Deed

  • NOC from property owner (if rented)

Registration Procedure

  1. Apply for DSC & DIN – Digital Signature and Director Identification Number for the sole director.

  2. Name Approval – File with MCA through SPICe (INC-32).

  3. Draft MOA & AOA – State objectives and rules of the OPC.

  4. Certificate of Incorporation – Issued by ROC; serves as proof of existence.

  5. PAN & TAN Application – Issued post-incorporation; mandatory for compliance.

How Classic Partner Helps

At Classic Partner, we offer end-to-end support for OPC setup and compliance:

  • Advisory on OPC suitability vs Proprietorship/LLP/Private Limited

  • Filing of SPICe+ (INC-32), eMoA (INC-33), eAoA (INC-34)

  • Assistance with PAN, TAN, GST, and bank account opening

  • Guidance on mandatory conversion compliance

  • Annual audit and ROC filing services

Contact Classic Partner today for expert assistance in One Person Company Registration and compliance advisory.

Scroll to Top