What is One Person Company Registration
A One Person Company (OPC) is a company structure under the Companies Act, 2013 that allows a single individual to operate a corporate entity with limited liability protection. OPC provides the benefits of a private limited company while allowing full ownership and control by one person. It is widely preferred by solo entrepreneurs, consultants, and small business owners seeking a structured and compliant business framework.
As per the Companies (Incorporation) Amendment Rules, 2021, there is no minimum paid up capital requirement and no turnover threshold limit for OPC. Conversion into a private limited company is voluntary.
Any natural person (Indian citizen, whether resident or non-resident) can incorporate an OPC. Only one OPC can be incorporated by an individual at a time.
Benefits of One Person Company (OPC)
Limited Liability Protection
The member’s liability is limited to their capital contribution.
Separate Legal Entity
OPC has its own legal identity distinct from its member.
Full Control
Complete ownership and decision-making authority remain with one individual.
Perpetual Succession
The company continues to exist even in case of death or incapacity of the member (nominee takes over).
Ease of Funding
More credibility compared to sole proprietorship.
Lower Compliance Compared to Private Limited
Fewer board meetings and simplified compliance requirements.
What are the Eligibility Criteria for One Person Company Registration?
- A natural person can form OPC who is a resident of India in the preceding calendar year.
- Only 1 member can form an OPC.
- The Name should be unique and should not be similar to any other existing company and trademark.
- An individual cannot incorporate more than 1 OPC or
- An individual cannot be the nominee of more than 1 OPC.
- There must be a least 1 director.
- In the case of OPC, the threshold limit of paid up capital is Rs 50 lakh and the Average Annual turnover is Rs 2crore in the immediately preceding financial year. However, as per latest budget now there is no restriction on paid up and turnover limit.
- One Person Company must include in its name (OPC) Private Limited.
- Pre condition to indicate the name of the other individual as a nominee. As in the event of the death of the subscriber, a nominee becomes a member of the One Person Company.
Documents Required for OPC Registration
Documents of Subscriber & Nominee:
- PAN Card
- Address Proof (Aadhar / Passport / Voter ID / Driving License)
- Passport-size Photograph
- Email ID & Mobile Number
- Nominee Consent in Form INC 3
Registered Office Documents:
- Utility Bill (Electricity / Water / Gas not older than 2 months)
- Rent Agreement (if rented property)
- No Objection Certificate (NOC) from property owner
Other Requirements:
- Digital Signature Certificate (DSC)
- Director Identification Number (DIN)
- Memorandum of Association (MOA)
- Articles of Association (AOA)
OPC Registration Process (2026)
- Obtain Digital Signature Certificate (DSC)
- Apply for Name Approval via SPICe+ Part A
- File Incorporation Application through SPICe+ Part B
- Submit e-MOA and e AOA
- Receive Certificate of Incorporation from MCA
- Apply for PAN and TAN (auto-generated through SPICe+)
FAQ- Frequently Asked Question
Who can register for an OPC?
OPC company registration can be done only by Indian residents, and that too only one at a time, as per the specifications of the Ministry of Corporate Affairs.
What are the mandatory requirements of an OPC?
All such businesses must maintain books of accounts, comply with statutory audit requirements and submit income tax returns and annual filings with the RoC.
How much capital is required to start an OPC?
There is no difference in capital requirement between an OPC and a private limited company. There is no mandatory minimum paid-up capital requirement for incorporating an OPC. This means that you don’t really need to invest any money into the business.
What is the tax rate applicable to an OPC?
An OPC is taxed as a private limited company under the Income Tax Act. The applicable corporate tax rate depends on eligibility under current tax provisions (including concessional tax regimes, if opted).
How much does it cost to run an OPC?
The cost of an OPC is only marginally lower than that of a private limited company. You’ll be shelling out around ₹12,000 to incorporate, then paying around ₹15,000 a year in compliance fees and an auditor to inspect your books.
How many directors can there be in an OPC?
An OPC has certain limitations. The person starting the business is its only director and shareholder. There is also a nominee director, but this person has no power whatsoever for raising equity funds or offering employee stock options. The nominee exists only to take over in case of the death or incapacitation of the director. The nominee is chosen by the director and can be anyone, such as your spouse, parents, or siblings. The nominee will need to provide identity proof during registration.
Can I start more than one OPC at a time?
No, an individual can form only one OPC at a time. This rule applies to the nominee in an OPC, too.
For professional assistance with OPC registration and compliance, consult experienced advisors to ensure smooth incorporation and statutory compliance.
