How to Register One Person Company Online

by Compliance Calendar LLP compliance calendar



 According to recent data, it is found that 90% of MSMEs are either proprietorship or partnership enterprise. Therefore, it is imperative to strive towards corporatization of small & medium enterprises for good governance and energise the economy as a whole. Taking this vision into mind Central Government introduced the concept of One Person Company (OPC) Registration.

The introduction of concept of One Person Company (OPC) took place in year 2014 with the repeal of Companies Act, 1956 and enactment of Companies Act, 2013. However, it was first recommended by J.J. Irani Committee in its report published in January 2005, to bring Indian corporate system in line with countries like UK, USA, China, Australia, Singapore, European Union etc.


Prime objective of introduction of OPC

The prime aim of introduction of concept of One Person company (OPC) is to “Unleash the entrepreneurial talent of India in the technology driven environment and to make the country Atmnirbhar in letter and spirit”




As per Section 2(62) of Companies Act, 2013 One Person Company (OPC) is a company which has only one person as a Member.

Section 3 allows one person to form a company for any lawful business.  Memorandum of Association (MOA) shall indicate the name of the person in its nomination clause who in the event of death or incapacity to contract of sole member become the member of the company.



·        An OPC 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 sole member must be a Natural person, Indian Citizen whether Resident or not.  

·        One person cannot become member or nominee of more than one OPC.

·        Such company can not register itself for the objects stated in Section 8 of Companies Act, 2013.

·        An OPC can not carry out the Non-Banking Financial investment activities including investment in securities of other body corporate.




·      The most significant reason for choosing an OPC over traditional Sole Proprietorship firm is its feature “limited liability”. It leads to protection of personal assets of the Sole Member in case funds of OPC gets insufficient to pay off its debt’s liability.

·        Unlike Private limited company or Public limited company an OPC is not required to bother about heavy compliances.

·        Business running under Sole Proprietorship can easily get converted into OPC.

·        An existing OPC is allowed to convert itself either into a Private Company or a Public Company at any point of time.

·        Mandatory rotation of auditor after expiry of his tenure is not applicable on OPC.

·        The Annual Return is to be signed by Company Secretary, if it has no Company Secretary than by one Director.

·        The provisions of Section 98 and Section 100 to Section 111 relating to holding and convening of General Meetings are not applicable to OPC.

·        Financial Statement of OPC may be signed by One Director alone.

·        For the purpose of Board Meeting in case OPC has only one Director, it will be sufficient compliance if all the resolutions required to be passed in Board Meetings, are entered in the minutes book signed and dated by the member and such date shall be deemed to be the date of Board Meeting.




Documents required

ID proofs Subscriber /Directors/ Nominee

Self-attested copy of PAN card and Aadhar card

Present address proof of Subscriber/Directors/Nominee

Self-attested copy of Bank statement or utility bill which should not be older than 2 months

Permanent address proof of Subscriber/Directors/Nominee

Self-attested copy of Voter ID/ Passport/ Driving License

Registered Office address proof

Ø  In case premise is owned by Subscriber or Director – Utility bill and No Objection Certificate from owner to the effect that he has no objection if company uses such premise as its Registered Office.

Ø  In case premise is Rented or on Lease- Utility bill and duly stamped and notarized Rent Agreement or Lease Deed in the name of company.


Details about the Share Capital

Authorized as well as paid up Share Capital

Business Activity details

Objects for which company is to be incorporated including NIC Code of the company








Obtain Digital Signature Certificate (DSC) of sole Member and one of first Directors.


Checking Name Availability on MCA portal and Public Search of Trademarks


Apply for Name Reservation in SPICe Part-A along with fees of Rs. 1000.00


Note: Instead of filing SPICe PART-A alone entire incorporation application can be filed along with in Integrated SPICe plus form (INC-32)


Once Name Approval Letter is received, name is reserved for 20 days which can be extended for 20 days and further for 20 days (Max. 60 days) on filing extension application along with additional fees.


SPICe form PART-B for incorporation is to be filed along with AGILE-PRO-S, SPICe MOA, SPICe AOA, INC-9 along with following attachments:


·         Declaration by Certifying Professional in form INC-8

·         Consent to act as Director in form DIR-2

·         Declaration from first Directors that they are not disqualified to get appointed in form DIR-8

·         Declaration by the Nominee to become Member in form INC-3

·         Self attested copy of ID and address proof of Subscriber to MOA, Nominee and first directors

·         Self attested copy of Registered office proof



Payment of Stamp duty and filing fees,


Note: Stamp duty depends upon the Authorized Share Capital and state where Registered Office of the company situated.


Obtain PAN and TAN of the company.
Note: They get automatically generated on incorporation of company.


Open bank account to deposit subscription money so that company can file Commencement of Business in form INC-20A and carry out business transaction afterwards.


Compliance Calendar LLP is one stop destination for Startup Founders who fail to comply on various compliances and end up paying heavy fines & penalties. OPC Registration is peaking up in India. If you have any questions, you are welcome to write to us at or connect with our team at 9988424211 and we would be happy to support you in making you understand the complexities of One Person Company (OPC) Private Limited Registration.

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Created on Aug 11th 2022 01:12. Viewed 84 times.


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