What is a One Person Company?
A One Person Company (OPC) is a company with just one member, introduced by the Companies Act, 2013 to let solo entrepreneurs run a corporate entity without needing a second shareholder. The single member owns 100% of the shares and can also be the sole director.
It gives a sole proprietor everything a proprietorship lacks — a separate legal identity, limited liability and far greater credibility with banks and customers — while keeping decision-making entirely in one person's hands.
2021 relaxation: the earlier paid-up capital and turnover limits that forced an OPC to convert into a private company have been removed. An OPC can now grow without any compulsory conversion, and can convert voluntarily at any time.
Why choose a One Person Company?
Limited liability
Your personal assets are protected — unlike a sole proprietorship, where liability is unlimited.
Complete control
One owner, one decision-maker. No partners or co-founders needed.
Separate legal entity
The company holds property, contracts and bank accounts in its own name.
Continuity through nominee
A nominee steps in if the member dies or becomes incapacitated, so the business survives.
Lighter compliance
No AGM requirement, and fewer board meetings than a regular private company.
Better credibility
Banks, corporates and government buyers prefer dealing with a registered company.
Who can register an OPC?
- Only a natural person who is an Indian citizen — whether resident in India or not — can form an OPC or be its nominee.
- One nominee is mandatory — the nominee gives written consent in Form INC-3 and becomes the member if the owner dies or is incapacitated.
- One person, one OPC — an individual can be the member of only one OPC at a time, and cannot be the nominee of more than one.
- Minimum 1 director — the sole member can be the director. Up to 15 directors may be appointed.
- No minimum capital — start with any amount of authorised and paid-up capital.
- Restricted activities — an OPC cannot carry on non-banking financial investment activities and cannot be converted into a Section 8 company.
Documents required for OPC registration
The same KYC documents are needed for the member-director and for the nominee.
For the member & the nominee
- PAN card (mandatory for Indian nationals)
- Aadhaar card
- Identity proof — Passport, Voter ID or Driving Licence
- Address proof — latest bank statement or utility bill (not older than 2 months)
- Passport-size photograph
- Email ID and mobile number
- Nominee's consent in Form INC-3 (we prepare it)
For the registered office
- Latest utility bill — electricity, gas, telephone or mobile (not older than 2 months)
- No Objection Certificate (NOC) from the property owner
- Rent or lease agreement, if the premises are rented
- Sale deed or property tax receipt, if self-owned
OPC registration process
Digital Signature Certificate Day 1–2
We obtain a Class-3 DSC for the member-director, and for the nominee where required.
Name reservation — SPICe+ Part A Day 2–4
Name and trademark check, then reservation with up to two choices. The name must end with "(OPC) Private Limited".
Drafting MoA, AoA & nominee consent Day 3–5
We draft the e-MoA and e-AoA, the nominee's consent in INC-3 and the director's declarations.
Filing SPICe+ Part B Day 5–7
The incorporation application is filed with DIN allotment, AGILE-PRO-S and payment of government fees and stamp duty.
Certificate of Incorporation Day 7–10
The MCA issues the Certificate of Incorporation with CIN, together with the company's PAN and TAN.
Bank account & commencement After COI
We help open the current account and file INC-20A within 180 days so the company can commence business.
OPC registration plans
Basic
Only the incorporation, done properly.
+ govt. fees, DSC & stamp duty
Choose Basic- Name reservation
- DIN for 1 director
- MoA, AoA & INC-3 drafting
- SPICe+ filing
- COI, PAN & TAN
Standard
Incorporate and start operating.
+ govt. fees & stamp duty
Choose Standard- Everything in Basic, plus:
- 1 Class-3 DSC included
- Bank account assistance
- INC-20A filing
- Share certificate & registers
Premium
Incorporation + first-year setup.
+ govt. fees & stamp duty
Choose Premium- Everything in Standard, plus:
- GST registration
- MSME (Udyam) registration
- Auditor appointment (ADT-1)
- 1-year CS support
Prices are professional fees, exclusive of GST. Government fees and stamp duty depend on the state of registration and authorised capital.
OPC vs Sole Proprietorship
| Feature | One Person Company | Sole Proprietorship |
|---|---|---|
| Legal status | Separate legal entity | No separate identity from the owner |
| Owner's liability | Limited to share capital | Unlimited — personal assets at risk |
| Continuity | Continues through the nominee | Ends with the proprietor |
| Registration | With MCA under the Companies Act | No central registration; GST / MSME / Shop Act only |
| Audit | Mandatory statutory audit | Only tax audit above prescribed turnover |
| Credibility with banks & clients | High | Limited |
Annual compliances for an OPC
- INC-20A — declaration for commencement of business within 180 days of incorporation.
- Appoint the first auditor within 30 days of incorporation; statutory audit is mandatory every year.
- AOC-4 — financial statements to be filed within 180 days from the end of the financial year.
- MGT-7A — the simplified annual return for OPCs and small companies.
- Board meetings — not required if there is only one director; otherwise at least one meeting in each half of the year, with a gap of 90 days or more.
- Income tax return (ITR-6) every year.
One Person Company — common questions
How much does OPC registration cost?
Our professional fee starts at ₹999. You also pay for the Digital Signature, MCA government fees and state stamp duty, which depend on the state of registration and authorised capital. We give you an itemised written quote first.
Who can be the nominee of an OPC?
Any natural person who is an Indian citizen — typically a spouse, parent or sibling. The nominee must give written consent in Form INC-3 and can be changed later by filing the prescribed form.
Can an NRI register a One Person Company?
Yes. Since 2021, an Indian citizen who is not resident in India can also incorporate an OPC.
Can I convert my OPC into a Private Limited Company later?
Yes, at any time. The earlier waiting period and the compulsory conversion thresholds have been removed. You need at least two members and two directors, and the conversion is done by altering the MoA and AoA and filing the prescribed forms.
Does an OPC have to hold an Annual General Meeting?
No. The AGM provisions of the Companies Act do not apply to a One Person Company. Resolutions are simply recorded in the minutes book and signed by the member.
Can a salaried person start an OPC?
The Companies Act does not prohibit it, but your employment contract might. Check the terms of your employment before becoming a director.