12 Oct

One Person Company Meaning incorporation annual filing and restrictions etc

One Person Company - Meaning, incorporation, annual filing and restrictions etc.

The concept of One Person Company (OPC) was introduced to encourage unorganized proprietary businesses to enter the organized corporate world. An individual company as the name suggests is a company in which one person is a member. Like any other business entity, the One Person Company is a separate entity from its members, the shareholders have limited liability protection and have a lasting succession. A-One Person company is the right choice for an owner or a new entrepreneur who wants to start a company individually without adding any other members. Since there is no public interest involved in a one-person company, such companies have been given a lot of leeway in terms of compliance.

Interpretation under the Act

According to Section 2 (62) of the Companies Act, 2013, "one person company" means a company in which only one person is a member.

Nature of OPC

OPC will be referred to as a private company as per the provisions of Section 3 (1) (c) of the Companies Act, 2013.

Members and Directors in OPC

There will be only one member and one director is enough. An independent member can also be a director. Eligibility Only a natural person who is an Indian citizen and resides in India or otherwise would be eligible for OPC inclusion; Nominated for the sole member of the OPC, the term resident here means a person who has resided in India for more than 120 days in the previous financial year.


Only a natural person who is an Indian citizen and lives in India or otherwise

will be eligible to include OPC;

will be nominated for the sole member of the OPC

The term resident here means a person who has stayed in India for more than 120 days in the previous financial year.


The subscriber of the OPC’s Memorandum will nominate a person after obtaining his prior written consent in Form inc-3, who will become a member of the OPC in the event of the customer’s death or inability to enter into an agreement.

The name of the nominee shall be mentioned in the memorandum of the OPC and should be submitted to the Registrar at the time of the Corporation.

Documents required for OPC Corporation

Proposed member and director's PAN card

Driving license or Aadhar card or voter ID card or passport or bank passbook (as proof of identity)

• Latest electricity bill or telephone bill or mobile bill or bank statement (as proof of residence)

• Latest utility bill or lease agreement (as proof of registered office address)

A No Objection Certificate (NOC) in case of rental space.

Proof of identity of the official signatory for the bank account opened.

Proof of address of the official signatory for the bank account opened.

Passport size photo of the official signatory.

Procedure for OPC Corporation

Applications for OPC registration can be made through a single application such as reservation, allotment of DIN, the inclusion of new company, allotment of PAN and TAN.

This single application can be made in SPICe + (with or without RUN) SPICe + form (INC-32) with other linked forms like e-MOA (INC-33), e-AOA (INC-34), AGILE-PRO. And INC-9

Restrictions on OPC

1. No minor shall be a member or nominee of OPC or take part with beneficial interest.

2. OPC cannot be converted into a Section 8  company.

3. OPC cannot engage in non-banking financial investment undertakings with investments in securities of any corporate.

Annual compliance of OPC

1. Board meetings

2. Disclosure of Director's Interest

3. Annual General Meeting (AGM)

4. Appointment of Statutory Auditor

5. Filing of financial statements

6. Filing annual returns

7. Filing Directors KYC

8. Filing MSME-I return

9. Filing of Return of Deposits- DPT-3


The author can also be reached at santoshpatil@alltaxfin.com

 Disclaimer: Please note that the above article is based on an explanation of the relevant laws, which may vary from person to person and is not legal advice.

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