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  • Writer's pictureJoel Dsouza

One Person Company(OPC)

Updated: Aug 20, 2021

One Person Company means a company which has only one person as a member. One Person Company (OPC) is a private liability company registered with only one person as its sole owner and shareholder. The concept of One Person Company is introduced in India through the Companies Act, 2013. Who can register One Person Company? A Citizen of India whether Resident in India or elsewhere can register a One Person Company (OPC) under the provisions of Companies Act, 2013. "Resident in India" means a person who has stayed in India for a period of not less than 120 days during the immediately preceding calendar year. One Person Company (OPC) is categorised as a Private Limited Company under Companies Act, 2013. OPC cannot have more than One shareholder at any point of time. Also, an OPC cannot add shareholders to raise further capital. Pre-Conditions / Restrictions of OPC

  1. One-Person Company (OPC) can be registered only a person who is a Citizen of India whether Resident in India or elsewhere.

  2. The nominee shareholder also should be a Citizen of India whether Resident in India or elsewhere.

  3. "Resident in India" means a person who has stayed in India for a period of not less than 120 days during the immediately preceding calendar year.

  4. No person shall be eligible to incorporate more than One (1) OPC or become nominee in more than one such company. In case of a person, being member in OPC becomes a member in another OPC by virtue of his nomination that OPC, he shall vacate / change the membership to meet the this criteria within a period of 180 days.

  5. No minor can become member or nominee of the One-Person Company or can hold share with beneficial interest.

  6. OPC cannot be incorporated or converted into a company under section 8 of the Act.

  7. OPC cannot carry out Non-Banking Financial Investment activities including investment in securities of any other body corporates.

  8. OPC can be converted to any kind of company (Private Limited Company or Public Company) after fulfilling the conditions as per Companies Act / Rules.

Capital and Turnover restrictions of One-Person Company (OPC) has been abolished by the Ministry of Corporate Affairs vide notification dated 01/02/2021. Incorporating Company Electronically (SPICe) - One Person Company (OPC) SPICe OPC Incorporation Filing Process is an integrated single point application for Reservation of Company Name, Allotment of DIN for Director(s) and Incorporation of a New Company along with allotment of Permanent Account Number (PAN) and Tax Collection and Deduction Number (TAN) to the New Company. The following are the documents required for Incorporation of One Person Company (OPC) under SPICe process. List of Documents/Action Required

1. Documents from Director / Shareholder /Nominee A. Identity Proof 1) Permanent Account Number (PAN) Card 2) Aadhaar Card / Passport / Driving License / Voter Identity Card B. Address Proof 1) Telephone Bill / Mobile Bill 2) Electricity Bill / Water Bill 3) Bank Statement /Bank Passbook with latest transactions (Any one of the Document not older than 2 months) C. Passport size Photographs €“ 3 each Notes: - Telephone Bill / Mobile Bill/Electricity Bill / Bank Account Statement must be in the name of applicant and should not be older than 2 months - If the documents are not in than English, it should be translated to English All the Copies of documents must be Self Attested by the applicant2. Documents to be Signed by all DIRECTOR(S) 1) Consent to Act as Director: Form DIR-2 2) Details for DIN 3) Declaration of DIN (If DIN is allotted already)To be signed by the all the Directors

3. Documents to be Signed by Shareholder

1) Application for Digital Signature Certificate (DSC)

2) Affidavit by Subscribers & Director: INC-9 To be signed by the Shareholder

4. Documents to be Signed by Nominee Shareholder 1) Details of Nominee Shareholder

2) Consent by the Nomination of Shareholder €“ Form INC-3 To be signed by the Nominee Shareholder

5.Documents from Company / LLP / Trademark Owner, if any 1) Board Resolution / Formal authorization for use of Name / Trademark

2) Authorisation for execution Documents from Company / LLP To be signed concerned on Letter head

6. Registered Office €“ Address No-Objection letter from the Owner of Address to use the address as the Registered Office of the Company.

2.Address Proof - In the name of the Owner of Address a. Electricity Bill, Telephone Bill (Fixed Line Only), Gas Bill or Water Bill (Not older than 2 months); Or

b. Tax Paid Receipt or Copy of Registered Sale Deed

Note: If the Address facility is availed from a Shared Office Service provider, a copy of Electricity Bill / Tax Receipt with a copy of Lease Agreement with specific powers to sublease or issue NOC letters for use of premise as Registered Office address under Companies Act is also required. To be signed by the of the Owner of Premises / Signed by the Shared Office Service provider

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