Registration of One Person Company (OPC). Setindiabiz provides consultancy and support for the incorporation of OPCs. On a call with our expert advisors, learn about eligibility, process, cost, timeline, and the list of documents required to set up OPCs.
We are a professional consulting firm specialising in company registration, taxation, accounting, payroll, compliance, and intellectual property rights (IPR) services to assist new and existing businesses in India. We provide our professional services at a reasonable fee, explaining the eligibility, process, and documents required for setting up and maintaining a business. We also prepare and file necessary applications with relevant government agencies such as the Registrar of Companies (ROC) and the Income Tax Department. We do not directly provide government documents or represent ourselves as a government agency.
To register a one-person company in India, you must first understand its meaning. A One Person Company or OPC is a Private Limited Company incorporated under the Companies Act of 2013. It is owned by a single shareholder who is entitled to a 100% share of its profits. So, if you do not want to share your ownership, a one-person company can be your best choice!
The shareholder may be an individual capable of entering into a contract or legal entity.
The directors are responsible for overseeing the operations and ensuring compliance.
One director must be a resident of India and stay there for at least 120 days.
The company name must be unique and distinct from others, whether a company or LLP.
No minimum capital level is prescribed. However, the incorporation fee is based on capital.
The proposed business activity of the LLP must be Legal and well-defined in the LLP Agreement.
Section 2(62) of the Companies Act, 2013, and Rule 3(1) of the Companies (Incorporation) Rules, 2014, clearly provide that only a “natural person” who is an Indian citizen can be the shareholder of an OPC. Therefore, a foreign citizen can not open a one-person company. Prior to 2021, the sole member of an OPC was to be an Indian citizen and resident in India. This meant that the person had to have stayed in India for at least 182 days in the previous financial year.
However, the Companies (Incorporation) Second Amendment Rules, 2021, relaxed the residency requirement, allowing Non-Resident Indians (NRIs) to establish OPCs in India. The following is the current position with respect to nationality.
| Indian Citizens | Foreign Nationals |
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As experienced consultants specializing in company registration, we at Setindiabiz recognize the significance of documentation in facilitating a seamless and successful registration process for an One Person Company. To simplify the process for our clients, we have created a comprehensive table below that outlines all the essential documents needed for the incorporation process.
PassportAadhar CardDriving LicenseVoter IDBank StatementElectricity BillGas BillTelephone BillMobile BillElectricity BillTelephone BillGas BillMobile BillNote: Address proof for the promoter and registered office premises should be latest bill. In any case, older than 60 days are not acceptable. The bill must have the full name and complete address on it.
A one-person company can be established using a “communication address” even before finding a permanent office. This temporary address allows you to initiate the formalities while looking for the perfect premises. It’s important to note that within 30 days of incorporation, you must set up a physical “registered office” in the same state and submit Form INC-22 to the Registrar of Companies (ROC) to report the address change officially.
The OPC Registration Process is completed by following a series of steps. We have listed below the logical steps required for setting up your business as a single-owner company, a “One Person Company.
The One-Person Company registration process begins with preparing all necessary documentation. To register for OPC in India, you will need the promoters’ basic KYC documents and the registered office documents. Refer to the list of documents above for complete information. Also, since the application is to be signed digitally, ensure the promoters have their Class 3 digital signature certificates.
The next step in the OPC Registration process is selecting a valid name for the OPC as per MCA guidelines. After selecting the name, you must get it approved and reserved by the ROC. For this, an application can be filed in PART A of the SPICE Plus form to the ROC. Once the name is reserved, it is valid for 20 days, and the OPC must be incorporated within this time.
MOA is the constitution of the one-person company, and the AOA is its document of internal rules and regulations. These essential OPC documents must be submitted during the one-person company registration process. So, make sure these are drafted beforehand in the appropriate legal format. All shareholders must sign them and stamp them by a public notary after paying the applicable stamp duty.
Once all the documents and drafts are ready, you can finally file the SPICe+ application for OPC incorporation online. The form must be accompanied by the necessary documents and drafts, uploaded in their digital formats. Finally, the authorised director can sign the form using his class 3 Digital Signature Certificate. The form is further certified by a practising professional such as a CA, CS, CMA or Advocate of the High Court.
After submission, the SPICE Plus application reaches the office of the Registrar of Companies (ROC). The ROC examines all the details and documents submitted for accuracy and authenticity. If satisfied with the submissions, the ROC approves the application and proceeds with the OPC Company Registration process. It registers the OPC and issues a Certificate of Incorporation in its name.
One Person Company Registration fees depend on the company’s nominal share capital. However, while calculating the overall cost, registration fees is only one factor. We have other factors which raise the overall cost of OPC registration in India. These include the following:
If you are going for single person company registration, a One Person Company should be your clear choice! Wondering Why? Go through the table below explaining all OPC benefits in detail and you will get your answer. From Sole Ownership Control to Limited Liability, OPC benefits are huge and numerous. They not only extend to its owner, but all other stakeholders like directors, creditors, and customers.
The single shareholder is entitled to pocket all the profits of the company.
The liability of the sole owner is restricted to his subscribed capital only.
Banks and Financial Institutions prefer to lend to legally registered entities
The process of incorporation is extremely simple and 100% online
The sole shareholder exercises full control over decision making in an OPC
An OPC can be indefinitely succeeded by the nominee of each shareholder
Both Sole Proprietorship and OPC are single-owner businesses in India. However, OPC is clearly a better choice for a single entrepreneur owing to several factors. These include easy incorporation, distinct legal identity, limited liability and so on. The table below draws a comprehensive and detailed comparison between the two businesses and highlights their pros and cons. It is insightful enough to help you make an informed choice.
Distinct Legal IdentityLimited LiabilitySeparate Management StructurePerpetual ExistenceNo Sharing of ProfitsTransparent OperationsEasy to Incorporate
Limited Investment PotentialGreater CompliancesFDI Not PermittedRestricted Business Operations (OPCs cannot carry out Non-banking financial activities)Easy to Set UpNo Requirement of Formal IncorporationNo Sharing of ProfitsLesser CompliancesFull Control Over ManagementNo Distinct IdentityUnrestricted LiabilityNo Separate Management StructureLimited Investment PotentialLimited Investment PotentialLimited Period ExistenceFDI not PermittedCannot Get Recognised as Startup by the DPIIT
