OPC Registration in Gurgaon

A One Person Company (OPC) lets a single entrepreneur start and run a business while enjoying the protection of limited liability. It combines the simplicity of a sole proprietorship with the credibility and legal recognition of a private company. Every OPC must have a nominee who can take over if the owner is unable to continue the business.

Earlier, only Indian residents could register an OPC under Section 2(62) of the Companies Act, 2013. After the 2021 amendment, Indian citizens (including NRIs) who stayed in India for at least 120 days in the previous year can also set up an OPC.

With the 2021 amendment now, OPCs don’t have to convert into private companies when their capital crosses ₹50 lakh or turnover exceeds ₹2 crore. Additionally, OPCs can now switch to private or public companies immediately, without waiting for two years.

These changes make OPCs a more attractive option, giving entrepreneurs both resident and non-resident, making it a simpler and more efficient way to start and grow their business.

Gurgaon, now known as Gurugram, has developed into a major economic hub, offering a strong alternative to Delhi for One Person Company (OPC) registration. Gurgaon stands as India’s second-largest hub for Information Technology (IT) and the second-largest centre for management consulting.

OPCs in this sector gain access to a specialized talent pool and ready business networks. Here are the reasons why:

1. Sector-Specific Growth & Business Focus

Unlike Gurgaon's diverse market, Gurgaon's economy is sharply aligned with modern industries.

• Corporate & Fintech Capital: Known as the "Millennium City," Gurgaon hosts 250 Fortune 500 companies. This corporate environment benefits OPCs in fintech and financial services, providing proximity to venture capital firms and financial institutions.
• Automotive and Manufacturing: The Gurgaon-Manesar-Bawal belt is a key automotive manufacturing corridor. OPCs in this sector can leverage a well-established supply chain and logistics support.
• Logistics and E-commerce: With major warehouses and logistics players, Gurgaon has become an e-commerce hub. OPCs here can take advantage of advanced supply chain systems and delivery infrastructure.

2. Compliance for OPCs in Gurgaon

All OPCs in Gurgaon fall under the jurisdiction of the Registrar of Companies (ROC), NCT of Delhi & Haryana.

Important forms include:

• SPICe+ form for incorporation
• INC-22 for office address
• MGT-7A for annual returns
• AOC-4 for annual financial statements.

Haryana also offers business-friendly policies like the Haryana Startup Policy 2017, which complements central initiatives like Startup India.

3. Local Business Ecosystem

Gurgaon’s entrepreneurial ecosystem is one of the most advanced in India:

• Funding Networks: Sequoia Capital, SoftBank, Tiger Global, and many active angel investors operate from Gurgaon.
• Incubators & Accelerators: Atal Incubation Centres, and corporate accelerators run by MNCs.
• Events & Exhibitions: Startup Jalsa,  Techsparks Gurgaon, NASSCOM Product Conclave, TiE Gurgaon-NCR events, and Gurgaon Tech Meetups connect entrepreneurs with investors and global mentors.

Starting an OPC in Gurgaon comes with multiple advantages that support growth and long-term stability:

• Separate Legal Entity & Limited Liability: An OPC creates a distinct legal identity, protecting the personal assets of the owner. The liability is restricted to the capital invested, ensuring financial safety even in challenging times.
• Credibility with Banks, NBFCs & Investors:  A registered OPC builds trust with lenders and investors. Gurgaon’s business-friendly environment helps secure loans and funding. With only one shareholder, raising equity can be harder than in a private limited company.
• Quick Decision-Making & Flexibility: With only one shareholder and director, the business can implement decisions quickly. It also allows it to respond faster to opportunities and market demands.
• Government Incentives & Startup Policies: Gurgaon-based OPCs can access benefits under Startup India, such as tax reliefs, easier compliance, and seed funding. The Haryana Startup Policy adds more advantages, including patent fee reimbursements, subsidized rentals, and capital grants.
• World-Class Workspaces & Business Infrastructure: From Cyber City and Golf Course Road to affordable co-working hubs in Sohna Road and Udyog Vihar, Gurgaon offers modern, cost-effective office spaces with excellent connectivity and facilities.
• Export & Logistics Advantage: With IGI Airport, logistics parks, and container depots nearby, Gurgaon is ideal for companies engaged in exports. By obtaining an Import Export Code (IEC), OPCs can expand into global markets smoothly.
• Sector-Specific Growth Opportunities:
  • Real Estate & Construction: Rapid development fuels opportunities for builders, consultants, and allied services.
  • IT & Fintech: Strong IT presence and fintech startups make it ideal for tech-driven businesses.
  • Healthcare & Pharma: With top hospitals like Medanta and Artemis, Gurgaon offers scope for health-tech and pharmaceutical ventures.
  • E-commerce & Logistics: Warehousing and delivery networks support the fast growth of e-commerce startups.
• Tax Advantage: OPCs are taxed at a flat corporate tax rate of 22% (plus surcharge and cess), which can be more beneficial compared to individual tax rates under proprietorships. This applies under Section 115BAA only if the company opts for it; otherwise, the corporate tax rate is 25% (turnover up to ₹400 Cr) or 30% (above ₹400 Cr).
• Business Continuity & Stability: With a nominee director in place, the company’s operations continue even if the primary owner cannot manage the business. This ensures long-term stability.

If you plan to register an OPC in Gurgaon, make sure you meet the eligibility criteria under the Companies Act, 2013, and use state and central policies to maximize your benefits.

Registering a One Person Company (OPC) in Gurgaon requires compliance with the Companies Act, 2013. These conditions ensure that only suitable individuals can set up an OPC while maintaining proper legal standards. Here are the criteria:

• Single Member Structure: An OPC can be formed by just one individual who acts as both shareholder and director.
• Nominee Appointment: A nominee must be appointed at the time of incorporation. This nominee will step in if the sole member is unable to continue managing the company.
• One OPC Rule: A person can register only one OPC and cannot serve as a nominee in more than one company at a time.
• No Minimum Capital Requirement: There is no mandatory paid-up capital needed for forming an OPC in Gurgaon.
• Restricted Activities: OPCs are not permitted to carry out banking, NBFC operations, investment in securities, or function as Section 8 (non-profit) companies.
• Registered Office: The company must have a registered office address within Gurgaon for official communication with the Registrar of Companies.
• Only Natural Persons Allowed: An OPC can only be incorporated by an individual (natural person). Other entities, like companies, LLPs, or trusts, cannot form an OPC.
• Minimum Age Requirement: The sole member must be at least 18 years old. Minors are not allowed to incorporate or act as nominees.

If you are planning to start your own business as a single owner, registering a One Person Company (OPC) is one of the best ways to begin. The process is completely online and can be completed by following a few simple steps.

Step 1: Apply for DSC and DIN

You require these two before starting the registration process:

• A Digital Signature Certificate (DSC) is mandatory for online registration, as it is used to sign documents digitally.
• The Director Identification Number (DIN) is now automatically allotted when you file the SPICe+ (INC-32) form, so there is no separate application required.

Step 2: Choose and Reserve a Company Name

Your company name must be unique and comply with the Companies Act, 2013.

• Check availability: Use the MCA portal (mca.gov.in) to search for name availability.
• Reserve name: Use the RUN (Reserve Unique Name) service or directly apply through SPICe+.

You can also use our company name checker to verify the availability of your chosen name.

Step 3: Draft MOA and AOA

Two key legal documents are required for incorporation:

• Memorandum of Association (MOA): Defines the main business objectives, scope of activities, and powers of the company. MOA reflects the company’s relationship with the outside world.
• Articles of Association (AOA): Specifies the internal rules, governance framework, and management of the company. AOA also covers decision-making, director powers, and shareholder rights.

Step 4: Appoint a Nominee

As an OPC can have only one director/shareholder, it is mandatory under Section 3(1)(c) of the Companies Act, 2013, to appoint a nominee who will step in if the sole member dies or becomes incapacitated.

• File Form INC-3 with nominee consent and KYC documents.

Step 5: File the Incorporation Forms

Once the name is approved, proceed with Form SPICe+ (INC-32) for OPC incorporation:

• Attachments required: DSC, DIN, MOA, AOA, proof of registered office, ID, and address proof of the director and nominee.
• Pay fees: Includes filing fees and stamp duty (calculated based on authorized share capital and state rules).

Step 6: Get the Certificate of Incorporation

After approval, the ROC issues the Certificate of Incorporation (COI), which includes the company’s Corporate Identity Number (CIN).

• The company’s PAN and TAN are usually allotted automatically upon incorporation.
• COI also provides legal recognition and confirms the company’s separate legal status.

Step 7: Open a Bank Account

After receiving the incorporation certificate and PAN, open a current bank account in the name of the OPC. This account will handle all business transactions.

Since 2020, the MCA introduced the AGILE-PRO form (INC-35) alongside SPICe+, which allows you to apply for the following simultaneously:

• EPFO – Employees’ Provident Fund Organisation
• ESIC – Employees’ State Insurance Corporation
• GSTIN – Goods and Services Tax Identification Number
• Profession Tax (if applicable)
• Bank Account

Once these steps are completed, your OPC will be legally registered, and you can begin operations with full compliance.

When applying for OPC registration in Gurgaon (or anywhere in India), certain documents are required for the member/director, nominee, and registered office. Preparing these in advance helps in completing the process smoothly.

The cost of registering an OPC in Gurgaon depends on the authorized capital, government charges, and professional service fees.

Below is a clear breakdown of the typical costs involved in OPC registration in Gurgaon.

These are the standard costs for OPC registration in Gurgaon. The final amount may vary depending on the company’s authorized capital and the level of professional support chosen.

After registering a One Person Company (OPC) in Gurgaon, certain legal and tax compliances must be followed to keep the company active and avoid penalties. Here’s the list of mandatory compliance requirements:

• Board Meetings: An OPC must hold at least two board meetings in a year, with a gap of 90 days between them. However, as per Section 173(5) of the Companies Act, 2013, if the OPC has only one director, no board meetings are required.
• Registered Office: The OPC must have a valid registered office in Gurgaon. A legally approved virtual office may also be used for communication and record-keeping.
• Appointment of Auditor: A statutory auditor must be appointed within 30 days of incorporation. Annual accounts of the company must be audited, even if business activity is minimal.
• Annual Filings with ROC:
  • Form AOC-4: Filing of financial statements.
  • Form MGT-7A: Filing of annual return.
• Director KYC: The director must file DIR-3 KYC every year to keep the DIN (Director Identification Number) active.
• Income Tax Return: OPCs must file ITR-6 annually, irrespective of turnover. TDS deductions and filings should also be done on time, if applicable.
• GST Compliance: Businesses in Gurgaon must register for GST once their turnover crosses the prescribed limit of ₹40 lakh for goods or ₹20 lakh for services. Once registered, timely GST return filing is compulsory.