Overview
If you are an individual entrepreneur dreaming of starting your own business, then registering a one-person company (OPC) could be the best decision you can make. An OPC lets you enjoy the benefits of a private limited company without needing multiple shareholders. A one-person Company is a type of company that can be started with just one person as its sole shareholder and director. It was introduced under the Act of the Companies, 2013 to encourage sole proprietors to enter the organized corporate sector.
Why
Registering as an OPC offers several advantages over sole proprietorship:
- Limited Liability: Liability of the owner is limited or restricted to the capital invested in the company. Personal assets remain protected.
- Separate Legal Entity: OPC is a separate legal entity that is distinct from its owner. It can own property, enter into contracts, and sue or be sued in its name.
- Easy Fundraising: Banks and investors prefer registered companies over unregistered businesses, making it easier to get loans or investments.
- Perpetual Succession: The company that continues to exist even after the death of the owner since the nominee takes over.
- Brand Recognition: A One-person company enjoys better level of credibility and trust among various customers, suppliers and other groups, such as stakeholders, compared to a sole proprietorship.
- Tax Benefits: OPCs can avail of various deductions and benefits available to private limited companies, reducing the overall tax burden.
Process
Registering a One Person Company involves the following steps:
- Obtain Digital Signature Certificate (DSC): The first step is to get a DSC for the proposed director to digitally sign the application documents.
- Application for Director Identification Number (DIN): If you do not have a DIN, it must be obtained along with the incorporation application.
- Reserve the Company Name: Apply for name reservation through the RUN; refer to the (Reserve Unique Name) form on the MCA portal. Make sure the name complies with the Companies (Incorporation) Rules.
- Prepare Incorporation Documents: Draft the Memorandum of Association (MOA) and Articles of Association (AOA) for the company along with other necessary documents.
- File SPICe+ Form: Submit the SPICe+ form online to the Ministry of Corporate Affairs, viz. (MCA) along with required documents and fees.
- Integrated Registrations with SPICe+: The SPICe+ form also covers mandatory registrations for PAN, TAN, EPFO, ESIC, GSTIN (if required), and Professional Tax (in applicable states), simplifying the setup of your OPC by enabling multiple registrations in one single application.
- Get Certificate of Incorporation (COI): Once your application is approved, the Registrar of Companies (ROC) issues the Certificate of Incorporation, and your OPC is officially registered.
Documents
You need the following documents to register an OPC:
- Passport-sized photograph of the owner.
- Copy of PAN card of the owner.
- Proof of identity – Aadhaar card, driving license, or passport.
- Proof of address – recent bank statement, utility bill, or telephone bill.
- Any authorized proof of registered office address – rent agreement (if rented) or sale deed (if owned) along with NOC from the owner.
- Specimen signature and consent of nominee in Form INC-3.
- Memorandum of Association, viz. (MOA) and Articles of Association (AOA).
Fees
The registration fees for an OPC vary depending on factors such as authorized capital, professional charges, and state stamp duty. Typically: -
- The government fees for One Person Company (OPC) registration in India vary based on the authorized share capital and the state in which the company is being registered.
- Our professional fees can be around ₹10,000 to ₹15,000 depending on the services offered, such as drafting documents, DSC application, and follow-up with the ROC.
Timeline
The registration of a One Person Company (OPC) in India typically takes 7–10 days, including 1 day for DSC/DIN and 3–5 working days for approval of incorporation by the MCA.
FAQs
A One Person Company, or OPC, is a unique business structure where just one person acts as both the owner and director. It’s perfect for solo entrepreneurs who want to run a company with limited liability and a separate legal identity—something you don’t get with a sole proprietorship.
Only an Indian citizen who is a resident in India can register an OPC. Here, "resident" means someone who has stayed in India for at least 120 days in the previous financial year. Also, one person can’t start more than one OPC or be a nominee in another.
You’ll need some basic documents, like:
- Your PAN card and Aadhaar card
- Address proof (like a recent bank statement or utility bill)
- A passport-size photo
- Proof of your registered office address (like rent agreement + NOC if it’s rented)
- Consent forms for director and nominee.
The government fees for One Person Company (OPC) registration in India vary based on the authorized share capital and the state in which the company is being registered.
If all your documents are
in order, you can usually get your OPC registered in 7 to 10 working days:
- Name approval: 1–2 days
- Filing forms: 2–3 days
- MCA approval & Certificate of
Incorporation: 3–5 days
It’s required by law. A nominee is someone you name during registration who will take over your OPC in case you’re unable to run it—due to death or incapacity. The nominee must agree in writing using Form INC-3.
Yes, absolutely. You can voluntarily convert your OPC into a Private Limited Company after 2 years, or earlier if your business grows and crosses:
- ₹50 lakh in paid-up capital or
- ₹2 crore in annual turnover
There’s a proper conversion process under MCA rules.
Even though you’re a one-person company, there are still some mandatory filings:
- Annual Return (Form MGT-7A)
- Financial Statements (Form AOC-4)
- At least one board meeting every 6 months
- Tax return filing
- Audits if you cross certain financial thresholds
Here’s why many solo founders choose OPC:
- Your personal assets are protected (limited liability)
- The company has its own legal identity
- You retain full control over the business
- It’s easier to get loans and investors than in a sole proprietorship
- The business continues even if you’re not around (perpetual succession)
No, unfortunately not. Only Indian citizens residing in India (minimum 120 days in the previous financial year) are allowed to incorporate an OPC. NRIs and foreign nationals are not eligible.
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