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Overview
Register A One Person Company In India
The One Person Company was introduced through the Companies Act, 2013 in India to show support to entrepreneurs who had the ambition to create a business involving a single person. It is different from a sole proprietor because the owner and the business become two separate entities upon registration. One of the greatest advantages of a One Person Company (OPC) is that it has only one person for a member in an OPC. The condition for a Private Limited Company or a Limited Liability Partnership (LLP) to be registered is to have a minimum of 2 members. Just like a Private Limited Company, the One Person Company assumes a separate legal entity from its owner, member or promoter, which offers them the protection of a limited liability while enjoying perpetuity of the business and being simple to incorporate.
Even though the One Person Company (OPC) allows an individual businessperson to run a corporate entity with limited liability, the OPC has a set of its limitations. For example, all One Person Companies (OPC) have to mandatorily nominate a person as the Director in the One Person Company’s Memorandum of Association and Articles of Association. This nominee will be the deemed owner of the One Person Company (OPC) in the event of the sole director’s death, incompetence or disablement. The One Person Company must also be converted into a Private Limited Company in the event of it crossing an annual turnover of Rupees 2 Crores. They also must file their audited financial statements with the Ministry of Corporate Affairs at the end of each financial year, similar to all the other kinds of Companies. Hence, it is important that the businessperson carefully takes into account the features of a One Person Company before registering for its incorporation. If you have made up your mind, we can help you smoothly navigate through the entire process.
Advantages of Registering a One Person Company:
Requirements
Contrary to the advantages of a private limited company, the one person company has a few restrictions in connection with its incorporation. Therefore, before you start an OPC registration, it is important for you to understand the restrictions and make sure that the promoter is eligible for registration as per the Companies Act, 2013 to register an OPC.
- Only a natural person who is an Indian Citizen and a resident in India can incorporate an OPC.
- A 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 a Company or LLP cannot incorporate a One Person Company.
- There is no minimum Capital Requirement.
- A nominee must be appointed by the promoter at the time of incorporation.
- Any businesses involved in financial activities cannot be incorporated as a One Person Company.
- A One Person Company (OPC) has to be converted to a private limited company if its paid-up share capital crosses the limit of Rupees 50 lakhs or its turnover exceeds Rupees 2 crores.
Hence, a One Person Company can be formed by any Indian citizen who is a resident in India for at least 182 days for the preceding calendar year immediately before the registration. A person is permitted to incorporate not more than a single One Person Company. Lastly, a One Person Company is prohibited from appointing a minor as the member.
Requirements
To register your business as a One Person Company, you require the following:
Procedure
01
Apply for a Company Name
File an application for your business’ Name as an (OPC) One Person Company. You can get approval from the company SPICE + PART A Application procedure and then proceed with registration. Alternatively, you can reserve your company’s name through the SPICe incorporation. If the first name is rejected due to noncompliance or an already existing name, one of the two alternative suggestions given will be chosen.
02
Prepare the forms and file the company incorporation documents with the MCA
These essential documents consist of a Simplified Proforma for Incorporating a Company (SPICE+), the Memorandum of Association, Articles of Association labeled as SPICE+ Part B, eMOA and eAOA, AGILE PRO S & INC 9 respectively. All the aforementioned need to be attested or executed along with the digital signatures of the directors and shareholders.
03
Processing of the Documents
The Company Registration Centre or CRC will process these documents and duly approve of the registration, upon which the following will be issued:
- Certificate of Incorporation
- DIN allotment
- Mandatory issue of PAN
- Mandatory issue of TAN
- Mandatory issue of EPFO registration
- Mandatory issue of ESIC registration
- Mandatory issue of Professional Tax registration (Applicable States)
- Mandatory Opening of Bank Account for the Company and
- Allotment of GSTIN (if so applied for)
Documentation
To have your business registered as a One Person Company, the following documents are to be furnished with digital signatures of the concerned parties.
Documents Signed By Shareholders
- Application for Digital Signature Certificate (DSC)
- INC-9 Declaration by the Director and Shareholders
Address of the Registered Office
- Address Proof: Electricity bill / Tax Paid receipt
- No objection letter from the owner of the company property if leased
ID & Address from Directors
Shareholders and Directors have to submit their identity proof and latest address proof
Shareholders and Directors have to submit their identity proof and latest address proof
- Acceptable Documents
- Primary ID: Permanent Account Number (PAN) (Mandatory in case of Indian Nationals) PASSPORT (Mandatory in case of Foreign Nationals)
- Additional ID: Aadhaar Card or Driving License or Passport or Voter ID
- Latest Address Proof: Telephone Bill, electricity bill, bank statement or bank passbook with the latest entry not older than 60 days
Additional Documents
The following documents may be required for registration on a case to case circumstance:
The following documents may be required for registration on a case to case circumstance:
- NOC for the usage of a brand name from its trademark owner
- Resolution and NOC from an existing Company / LLP for the use of a name similar to their company.
- Declaration for complying with sectoral regulatory compliance
Certificate Of Commencement
The stakeholders need to apply for the Certificate of Commencement of Business within a period of 180 days of receiving the Certificate of Incorporation.
