One Person Company (OPC) is a Company with only one person as a member. That one person will be the shareholder of the company. It avails all the benefits of a private limited company such as separate legal entity, protecting personal assets from business liability, and perpetual succession. An OPC is classified as a private company under Companies Act, 2013.
An alternative to a Private Limited Company (PLC), yet enjoys the benefits of PLC
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While EZTax.in will take care of the entire process in registering a company, below are few steps to understand the process.
Name reservation: Form INC-1 shall be filed for name availability.
Incorporate OPC: After name approval, form INC-2 shall be filed for incorporation of the OPC within 60 days of filing form INC-1.
Form DIR-12 shall be filed along with (linked) form INC-2 except when promoter is the sole director of the OPC.
The company shall file form INC-22 within 30 days once form INC-2 is registered in case the address of correspondence and registered office address are not same.
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.
Before 01/04/2021 : In case the paid up share capital of an OPC exceeds fifty lakh rupees or its average annual turnover of immediately preceding three consecutive financial years exceeds two crore rupees, then the OPC has to mandatorily convert itself into private or public company.
After 01/04/2021: There are no restrictions on the growth of OPC in terms of paid up capital and turnover. The limit of paid up capital of Rs 50 lakhs and turnover of Rs 2 crore was removed w.e.f 01/04/2021
The OPC shall inform RoC in form INC-5, if the threshold limits is exceeded and is required to be converted into private or public company.
Form INC-5 shall be filed within sixty days of exceeding threshold limits.
Before 01/04/2021: 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 (182) days during the immediately preceding one financial year.
After 01/04/2021: NRI's were not allowed to incorporate OPC's in India previously. Now any natural person, who is an Indian citizen , whether resident or otherwise is allowed to form OPC. For this purpose, the residency period is 120 days instead of 182 days for NRI's
Before 01/04/2021: Earlier, OPC needs to wait for completion of 2 years from the date of incorporation for voluntary conversion to private limited.
After 01/04/2021: Conversion of OPC to private limited is permitted anytime after increasing the directors and members.
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