OPC Registration in India

One Person Company or OPC is a type of registration where the sole owner of the company is an Individual. It was introduced in the year 2013 along with the Companies Act 2023. Before 2013, a start-up or a company would have been registered under a sole proprietorship however, you can now start a one-person company easily.

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Overview

One-person company has only one person as its member. Furthermore, member of a company are subscribers to its memorandum of association, or its shareholders. So effectively, an OPC has only one shareholder. When there is only one founder/promoter for the business them people generally creates OPC. Entrepreneurs who are in early stages prefer to create OPCs instead of sole proprietorship business because of limited liability, separate legal entity, self-control, and easy compliances. One person company is corporatization of sole proprietorship firm, so that it has all benefits as a corporate and it has some relaxations in provision of company law also.

Benefits

Limited Liability:  The Liability of shareholder is limited to the unpaid subscribed share capital only. Shareholder not liable to pay losses and liability of company by personal assets.

Separate Legal Entity:  Company is a separate legal person in the eyes of law and different from its director and shareholder. Company can operate, contract and own assets and liabilities by its own name like any individual person.

Single Owner:  One person company as name suggests can be incorporated and operated by a single person only.

Lower Compliance Burden:  Main benefit to form an OPC over company is less compliance burden as no requirement of holding of general meeting and board meetings in OPC.

Eligible for startup India Recognition:  Company can be recognized as startup and get the benefit of income tax exemption u/s 80-IAC of the income tax act.

Tax Benefits:  There are different rates of taxes on companies ranging from 15% to 30% depends on nature of business and turnover of the company which are as follows:

Section Type of Company Tax Rates
115BAB* Manufacturing Company incorporated after 1st Oct, 2019 17.16% (Tax + SC + EC)
115BAA* Other Companies 25.17% (Tax + SC + EC)
If Turnover less than 400 crore 26% (Tax + EC)
If Turnover more than 400 crore 31.2% (Tax + EC)

* Note: Under section 115BAB and 115BAA, companies could not claim certain deduction, exemption and brought forward losses.

List of Documents

Company Details
  • Two proposed names
  • The objective of the proposed company
Proof of Registered Office
  • Latest Utility bill i.e., electricity bill, landline bill or water bill, etc.
  • For rented place, NOC required in the name of the proposed company.
Subscribers & Director’s Documents
  • PAN card of all the subscriber/director/nominee
  • Photograph of all the subscriber/director/nominee
  • Aadhar card of the subscriber/directors/nominee
  • Mobile No. and email id of all the subscriber/directors/nominee
  • DL/voter ID/ passport, anyone documents of all the subscriber/directors/nominee
  • Bank statement/ electricity bill in the name of the subscriber/directors, anyone documents of all the subscriber/directors/nominee
Other Information
  • Authorised and issued Share capital
  • Whether director or partner in any existing Co/LLP
  • Place of birth, Occupation and Educational qualification of director
  • Present residential address and duration of stay
  • Specimen Signature of one signatory

Process of OPC (In Delhi)

  • 1

    Apply for a name approval for your company using Spice+ Part-A.

  • 2

    Apply for DSC of subscriber

  • 3

    Online preparation of Spice+ PartB, eMOA, eAOA & AGILEPRO.

  • 4

    Online filing of Spice+ Part B, eMOA, eAOA, AGILEPRO and INC-9

  • 5

    Get a certificate of incorporation, PAN & TAN of your company.

Deliverable

  • Certificate of incorporation
  • Company name approval
  • 1 Director identification numbers (DIN)
  • Digital signature token for 1 director
  • Memorandum of association
  • ESI/PF registration
  • Articles of association
  • Company PAN card
  • Company TAN Number

Compare-Table

Particulars Private Ltd Company Limited Liability Partnership One Person Company Partnership Proprietorship
Separate Legal Entity Yes Yes Yes Yes No
Limited Liability Yes Yes Yes No No
Registration Mandatory Mandatory Mandatory Optional No
Statutory Audit Mandatory Dependent Mandatory No No
Owners/Partners 2 - 200 2 - Unlimited 1 Person 2 - 50 1 Person
Tax Rate 25% 30% 25% 30% Slab Rate
Legal Compliance High Moderate Moderate Least Least
Eligible for Start-up India Benefits Yes Yes Yes Limited No
Eligible for FDI Yes Yes No No No
Funding from Investor Yes No No No No
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FAQs

Who can register for an OPC?
One Person Company registration can be done only by Indian residents, and that too only one at a time, as per the specifications of the Ministry of Corporate Affairs.
What is the role of a Nominee in an OPC?
A nominee is an individual who becomes a member of the company in case of the promoter's death or incapacitation.
What is DSC?
The DSC establishes the identity of the sender or the signee electronically while filing the document online. The MCA mandates that the Directors sign some of the application documents using their Digital Signature.
Who is eligible to act as a member of an OPC?
Only a natural person who is an Indian citizen and resident in India shall be eligible to act as a member and nominee of an OPC.

For the above purpose, the term "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 financial year.

A person can be a member in how many OPCs?
A person can be member in only one OPC
What if a member of an OPC becomes a member in another OPC by virtue of being a nominee in that other OPC?
Where a natural person, being member in One Person Company becomes a member in another OPC by virtue of his being a nominee in that OPC, then such person shall meet the eligibility criteria of being a member in only one OPC within a period of one hundred and eighty days, i.e., he/she shall withdraw his membership from either of the OPCs within one hundred and eighty days.
How much capital is required to start an OPC?
There is no difference in capital requirement between an OPC and a private limited company. It needs an authorized capital of ₹1 lakh, to begin with, but none of this needs to be paid up.
Can I start more than one OPC at a time?
No, an individual can form only one OPC at a time. This rule applies to the nominee in an OPC as well.
What are the tax advantages available to an OPC?
No general advantages; though some industry-specific advantages are available. Tax is to be paid at a flat rate of 30% on profits, Dividend distribution tax applies, as does minimum alternate tax.
Which form is to be filed in case of withdrawal of consent by the nominee of an OPC or in case of intimation of change in nominee by the member?
Form INC-4 shall be filed in case of withdrawal of consent by the nominee or in case of intimation of change in nominee by the member.
How to inform RoC about change in membership of OPC?
The company shall file form INC-4 in case of cessation of member of OPC on account of death, incapacity to contract or change in ownership. In the same form, user needs to provide details of the new member of the OPC.

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