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One Person
Company Registration
Online in India

Register your One Person Company online in just 10 days

An OPC is a type of organization you can set up to run your business. As such they need to be registered with the Ministry of Corporate Affairs (MCA) and are subject to relevant Rules and Regulations

Register your company at just 3,000, in India

(govt fees + tax extra)

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Steps for registering a One Person Company with Targolegal

Step 01

Prerequisites & Document Preparation

Gathering the KYC documents required for registering your business.

Step 02

Apply for name reservation

Firm name submission & approval with object.

Step 03

Director Registration & Digital Signature

Apply for DIN and Digital Signature Certificate (DSC ) for the sole shareholder

Step 04

Drafting Required Documents

Drafting the Memorandum of Association (MOA) and Articles of Association (AOA).

Step 05

Filing the required forms

Filing the required forms with Ministry of Corporate Affairs (MCA)

Step 06

Certificate of Incorporation

Receiving the Certificate of Incorporation from MCA

What is an OPC (One Person Company)

With the implementation of the Companies Act, 2013, a single person could constitute a Company, under the One Person Company (OPC) concept.

The introduction of OPC in the legal system is a move that would encourage corporatisation of micro businesses and entrepreneurship.

One Person Company (OPC) is another form of organization newly provided under the Companies Act, 2013 , wherein, the entity can be incorporated with a single member.

A One Person Company is incorporated as a Private Limited Company. It must have only one member at any point of time and may have only one Director. The member and nominee should be natural persons , Indian citizens and resident in India.

Features of an OPC

It has all the protection and responsibilities as available to a Private limited Company, with the major change, that the number of shareholders who are required to incorporate the Company is one (1).

Once the Company achieves a certain turnover level, the OPC has to get converted into a Private Limited Company. The promoter also can choose to convert the Company into a private limited company voluntarily, once the Company has been in operation for a certain period of time.

Difference between a Sole Proprietorship and an OPC

A one-person company is different from a sole proprietorship because it is a separate legal entity that distinguishes between the promoter and the company.

The promoter's liability is limited in an OPC in the event of a default or legal issues. On the other hand, in case of sole proprietorships, the liability is not restricted and extends to the individual and his or her entire assets.

A One person company shall have a minimum of one (1) director. Therefore, a One Person Company shall be registered as a private limited company with one member and one director. By virtue of section 3(2), an OPC may be formed either as a company limited by shares or a company limited by guarantee; or an unlimited liability company.

Importance Of Registration

The concept of One person company is quite revolutionary. It gives the individual entrepreneurs all the benefits of a company, which means they will get credit, bank loans, access to market, limited liability, and legal protection available to companies.

Prior to the new Companies Act, 2013 coming into effect, at least two shareholders were required to start a company. But now the concept of One Person Company would provide tremendous opportunities for small businessmen and traders, including those working in areas like handloom, handicrafts and pottery. Earlier they were working as artisans and weavers on their own, so they did not have a legal entity of a company.

But now the OPC would help them do business as an enterprise and give them an opportunity to start their own ventures with a formal business. structure, Further, the amount of compliance by a one person company is much lesser in terms of filing returns, balance sheets, audit etc.

Benefits of registration as an OPC

  • Limited Liability
    Starting up an OPC firm provides the promoter full control over the company while limiting his/her liability.
  • Concentrated Control
    Control of the business rests with the director and shareholder who invariably would be the promoter.
  • Relaxed Compliance Framework
    OPC has fewer compliances and legal restrictions, compared to private limited companies.
  • Perpetual existence
    OPC will survive if the founder is willing to nominate a successor by making him/her a nominee.
  • Minimal Restrictions for OPC registration
    • 1 Shareholder and 1 Director, the same individual can take these posts
    • Requires only 1 Nominee for the shareholder.
    • No Minimum Share Capital requirement.
  • Flexible Tax Regime
    One Person Company can enter into a contract with anyone, lend or pay salary to its promoter and receive interest for payments made to its promoter.
  • Easy Finance Options
    One Person Company reflects all the benefits of a Limited Company.

Registration Conditions

Only natural persons who are Indian citizens and residents are eligible to form a one-person company in India.

There is no minimum Capital required to start an OPC Private Limited Company.

OPC may be either a company limited by shares or a company limited by guarantee or an unlimited company.

The Director of the Company should have a Director Identification Number (DIN) and the subscriber has to procure a Digital Signature (DSC).

Incorporation Process

Apply for Name reservation:

The first step in incorporation is to reserve/approve the name of the company.

Apply for Digital Signature Certificate (DSC)

The application for OPC is filed online and it is mandatorily required to be signed.

Apply for Director Identification Number (DIN):

It is a unique identification number issued by ROC.

Apply for PAN & TAN of the company:

PAN and TAN are simultaneously applied along with company registration forms.

Document submission:

Application for registration of the OPC is made to the Registrar of Companies (ROC).

Allotment if Certificate of Incorporation (COP):

ROC scrutinizes the incorporation form and documents.

Opening of Bank Account:

Prescribed bank will open a current account in the name of the company.

The process of incorporation can be done in online mode and it takes about 10-15 working days.

Documents Required

Documents Required For OPC Registration

  • Minimum 1 person as Director.
  • Minimum 1 Nominee
  • PAN Card Copy of Director and Nominee
  • Proof Of Identity of Director and Nominee
  • Proof of Residence of Director and Nominee
  • Address proof of the proposed Registered Office
  • NOC from the property owner
  • 2 passport size photos
  • Personal mobile number
  • Personal E-mail Address
  • Educational qualification

Other details required for OPC registration.

  • Main Objective of the Company- Proposed activities
  • Proposed names for your company

Compare your options before incorporation of company

An introduction about a business or start up formation option is vital for deciding the right form of business registration. The Companies Act, 2013 and Limited Liability Partnership Act, 2008 have brought about more business formation choices for entrepreneurs.

The key factors that influence the legal form of a business are, the nature of your business, customer's profile (corporate, small businesses or individuals ), expected business turnover, scalability of your business idea, and future funding prospectus.

Every entrepreneur/promoter should take the effort to know about the pros and cons of these legal forms for new company registration so as to choose the best for your Company.

We at Targolegal also offer Private Firm, LLP, OPC registrations, and many more services that may suit your registration requirements.

Feel free to contact us for details regarding One Person Company Registration Cost, and to know more about, how to register a company.

Do I need a Registration?Yes, Ministry of Corporate Affairs registers Private limited company under the Companies Act, 2013
What type of business names can I keep?Firstly, submit a set of names to Registrar of Companies, wait for approval from Registrar. Best practice is that the names submitted must be inoffensive, legal and not similar to any registered LLPs or companies
How risky is it for me?Private Limited Company is a separate legal person in the eyes of law, registered under Companies Act 2013. So, the shareholders are not responsible for business liabilities.
To what extent is each member of the business liable?Liability is limited to his/her share capital contribution.
Tell me the minimum membership limit2 People
Is foreign ownership allowed?Yes
How much will I get taxedProfits get taxed at 25% plus cess and surcharge. Is applicable if profit exceeds 1 Cr
What are my annual tax filing norms?Every financial year Private Limited Company must file Annual Accounts and Annual Return with the Registrar of Companies. Plus, Income Tax must be filed separately.
Is Annual Audit Required?Statutory audit is to be conducted irrespective of business transaction and turnover. Income tax audit is applicable if turnover exceeds 2 Crs
Can I convert my business into any other legal form?Yes, Private Limited Company can be converted into a Public Company or LLP. Even, Public Limited Company can be converted into a Private Limited Company.
Compulsory Conversion to Private Limited Company Applicable?NO
Do I need a Registration?Ministry of Corporate Affairs registers an LLP business under the Limited Liability Partnership Act, 2008.
What type of business names can I keep?Firstly, submit a set of names to Registrar of Companies, wait for approval from Registrar. Best practice is that the names submitted must be inoffensive, legal and not similar to any registered LLPs or companies
How risky is it for me?"LLP" is a separate legal person in the eyes of law, registered under LLP Act 2008. So, the partners are not responsible for business liabilities.
To what extent is each member of the business liable?Liable to the extent of their contribution (in money, in kind or in services extended) to the LLP
Tell me the minimum membership limit2 People
Is foreign ownership allowed?Yes
How much will I get taxedProfits get taxed at 30% plus cess and surcharge. Is applicable if profit exceeds 1 Cr
What are my annual tax filing norms?Every financial year Annual Statement of Accounts & Solvency and Annual Return with the Registrar Plus, Income Tax must be filed separately.
Is Annual Audit Required?Statutory audit is to be conducted if partners contribution exceeds 25 lakhs or turnover exceeds 40 lakhs. Income tax audit is applicable if turnover exceeds 2 Crs
Can I convert my business into any other legal form?Yes, Private Limited Company can be converted into a Public Company or LLP. Even, Public Limited Company can be converted into a Private Limited Company.
Compulsory Conversion to Private Limited Company Applicable?NO
Do I need a Registration?Yes, Register with Registration of Firms
What type of business names can I keep?Firm can use any name that he likes, but avoiding names already trademarked is advisable
How risky is it for me?Partners will stand liable for the liabilities of the business
To what extent is each member of the business liable?Unlimited liability
Tell me the minimum membership limit2 People
Is foreign ownership allowed?No
How much will I get taxedProfits get taxed at 30% plus cess and surcharge. Is applicable if profit exceeds 1 Cr
What are my annual tax filing norms?Only Income Tax must be filed for the income of firm and partners.
Is Annual Audit Required?Only income tax audit is applicable if the turnover exceeds limit of 2 Cr
Can I convert my business into any other legal form?Yes, Partnership can be converted into a Private Limited Company or LLP
Compulsory Conversion to Private Limited Company Applicable?NO
Do I need a Registration?Yes, Ministry of Corporate Affairs registers One Person Companies under the Companies Act, 2013
What type of business names can I keep?Firstly, submit a set of names to Registrar of Companies, wait for approval from Registrar. Best practice is that the names submitted must be inoffensive, legal and not similar to any registered LLPs or companies
How risky is it for me?OPC is a separate legal person in the eyes of law. So, the share holder is not responsible for business liabilities.
To what extent is each member of the business liable?Liability is limited to his/her share capital contribution
Tell me the minimum membership limit1 Person
Is foreign ownership allowed?NA
How much will I get taxedProfits get taxed at 25% plus cess and surcharge. Is applicable if profit exceeds 1 Cr.
What are my annual tax filing norms?Every financial year OPC must file Annual Accounts and Annual Return with the Registrar of Companies. Plus, Income Tax must be filed separately
Is Annual Audit Required?Statutory audit is to be conducted irrespective of business transaction and turnover. Income tax audit is applicable if turnover exceeds 2 Crs.
Can I convert my business into any other legal form?OPC could be converted into any legal form. But, it depends on the number of promoters, business operations, funding requirements and other factors. Limited Liability Partnership or Private Company is preferred by promoters when seeking expansion of their OPC
Compulsory Conversion to Private Limited Company Applicable?NO
Do I need a Registration?No legal requirement to do so.
What type of business names can I keep?Promoter can use any name that he likes, but avoiding names already trademarked is advisable
How risky is it for me?Promoter will stand liable for the liabilities of the business. Because the business is not considered as a separate legal person/entity
To what extent is each member of the business liable?Unlimited liability.
Tell me the minimum membership limit1 Person
Is foreign ownership allowed?NA
How much will I get taxedIndividual income tax slab of the proprietor is the basis of taxation.
What are my annual tax filing norms?Only Income Tax must be filed on the basis on proprietor's income.
Is Annual Audit Required?Only income tax audit is applicable if the turnover exceeds limit of 2 Cr.
Can I convert my business into any other legal form?No
Compulsory Conversion to Private Limited Company Applicable?Yes, if turnover exceeds 2 cr

FAQ

Is there any minimum capital requirement for OPC registration?

No, there is no minimum capital requirement for registering a One Person Company in India. The company can be started with any amount of capital, and it can be increased later as required.

Can the One Person Company have multiple directors?

No, a One Person Company can have only one director. However, it is mandatory for the company to appoint a nominee who will become the new director in case of the sole member's death or incapacity.

How long does it take to register an OPC in India?

The registration process for a One Person Company usually takes around 10 to 15 working days. The time may vary depending on factors like document verification, name approval, and other formalities.

What is the role of the nominee in OPC registration?

The nominee is an individual who is appointed by the sole member at the time of registration. The nominee will take control of the company in case the original member dies or becomes incapacitated. The nominee must be an Indian citizen and a resident of India.

What is the liability of the sole member and director in an OPC?

The liability of the sole member and director in an OPC is limited to the amount of unpaid share capital. The personal assets of the member and director are not at risk in case of the company’s debts or liabilities, except in cases of fraud or other illegal activities.

What is the cost of registering a One Person Company in India?

The cost of registering an OPC varies depending on the service provider and the complexity of the process. On average, the registration cost can range from ₹7,000 to ₹15,000 for basic registration. Additional costs may include professional fees, stamp duties, and government charges.

What happens if the sole director of an OPC resigns?

If the sole director of an OPC resigns, the company must appoint a new director within 30 days. If no new director is appointed, the company could face penalties or may be struck off from the MCA records. The appointment of a new director must be done by the sole member, and the necessary documents must be filed with the MCA.

What is a One Person Company (OPC)?

A One Person Company (OPC) is a type of business entity that allows a single person to operate a company. It is a hybrid structure combining the benefits of a private limited company with the flexibility of a sole proprietorship. The key feature of an OPC is that it can have only one shareholder and one director, making it ideal for solo entrepreneurs.

Can a foreigner or a foreign company form a One Person Company in India?

Yes, a foreigner or a foreign company can form a One Person Company in India, provided:

  • At least one director must be an Indian resident.
  • The sole shareholder can be a foreigner, but the nominee must be an Indian resident.
  • The OPC must adhere to the foreign direct investment (FDI) regulations, if applicable.

Can an OPC be converted into a private limited company or public limited company?

Yes, an OPC can be converted into a private limited company or a public limited company if it meets the following conditions:

  • The paid-up capital exceeds ₹50 lakh, or
  • The average annual turnover exceeds ₹2 crore. The conversion process involves submitting an application to the Ministry of Corporate Affairs (MCA) and following the necessary legal steps.
  • Who can form a One Person Company?

    Any individual who is:

    • A resident Indian (a person who has stayed in India for at least 182 days during the preceding year).
    • At least 18 years old and legally capable of entering into a contract.
    • Not a nominee of another OPC. A person can form only one OPC, and they must also nominate a second person (nominee) who will take over the business if the original owner dies or becomes incapacitated.

    What are the taxes applicable to a One Person Company?

    OPCs in India are subject to the following taxes:

    • Corporate Tax: OPCs are taxed at the rate of 25% (if turnover is less than ₹400 crore) or 30% (if turnover exceeds ₹400 crore).
    • Goods and Services Tax (GST): OPCs engaged in the supply of goods and services may be required to register for GST if their turnover exceeds the prescribed threshold.
    • Tax Deducted at Source (TDS): OPCs must deduct TDS on applicable payments (e.g., salaries, professional fees, etc.).

    What are the requirements to register a One Person Company in India?

    To register an OPC in India, the following requirements must be met:

    • Minimum 1 Director: The OPC must have only one director.
    • Minimum 1 Shareholder: The company can have only one shareholder (who can also be the sole director).
    • Nominee for the OPC: The sole member must nominate a nominee who will take over in case of death or incapacity of the sole member.
    • Registered Office: A registered office address in India is mandatory for the OPC.
    • Digital Signature Certificate (DSC): The director must have a DSC to sign the incorporation documents.
    • Director Identification Number (DIN): The sole director must obtain a DIN.

    What are the documents required for One Person Company registration?

    The required documents for OPC registration are:

    • Identity Proof: Aadhar card, passport, voter ID, or driver’s license of the director and nominee.
    • Address Proof: Recent utility bill (electricity, water, or gas bill), bank statement, or property tax receipt.
    • Photographs: Passport-sized photographs of the director and nominee.
    • Proof of Registered Office: Rent agreement or property ownership document, along with a recent utility bill in the name of the owner.
    • Signed MOA and AOA: Memorandum of Association (MOA) and Articles of Association (AOA) for the company.

    What are the compliance requirements for an OPC?

    OPCs in India are required to comply with various regulatory requirements, including:

    • Annual Filing: OPCs must file annual returns and financial statements with the Ministry of Corporate Affairs (MCA).
    • Annual General Meeting (AGM): Unlike other companies, OPCs are not required to hold an AGM.
    • Board Meetings: An OPC must hold at least one board meeting every 6 months.
    • Maintaining Books of Accounts: OPCs must maintain proper books of accounts and financial records.
    • Tax Filings: OPCs are required to file income tax returns, GST returns (if applicable), and other necessary tax filings.
    • Statutory Audits: OPCs with a turnover exceeding ₹2 crores must undergo a statutory audit by a qualified auditor.

    What is the process of registering a One Person Company?

    The process for registering an OPC in India involves the following steps:

    • Obtain Digital Signature Certificate (DSC): The first step is for the director to obtain a DSC.
    • Apply for Director Identification Number (DIN): The director must apply for a DIN.
    • Choose the Company Name: Select a unique name for the OPC that complies with the naming guidelines of the Ministry of Corporate Affairs (MCA).
    • Draft Memorandum and Articles of Association (MOA & AOA): These documents define the company’s objectives and rules.
    • File with the MCA: Submit the incorporation documents (MOA, AOA, and the DIN) to the Ministry of Corporate Affairs for approval.
    • Obtain Certificate of Incorporation: Once the documents are verified, the MCA issues the Certificate of Incorporation, marking the company’s registration.

    What are the advantages of registering a One Person Company (OPC)?

    • Limited Liability: The personal assets of the sole member (owner) are protected from the company's liabilities.
    • Separate Legal Entity: An OPC is considered a separate legal entity, distinct from its owner.
    • Easy Conversion: An OPC can be converted into a private limited company once it exceeds the prescribed turnover or shareholder limits.
    • No Minimum Capital Requirement: There is no prescribed minimum capital requirement to form an OPC.
    • Full Control: The sole member enjoys full control over the business decisions without the need for a second shareholder.
    • Tax Benefits: OPCs enjoy tax exemptions and deductions similar to private limited companies.
    • Perpetual Succession: The OPC continues to exist even if the owner dies or is incapacitated. The nominee director takes over in such cases.

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