How to Register One Person Company Online
OPC: AN INNOVATIVE
BUSINESS MODEL FOR SMALL AND MEDIUM SCALE ENTREPRENEURS
According to recent data, it is found that 90% of MSMEs are either proprietorship or partnership enterprise. Therefore, it is imperative to strive towards corporatization of small & medium enterprises for good governance and energise the economy as a whole. Taking this vision into mind Central Government introduced the concept of One Person Company (OPC) Registration.
The introduction of
concept of One Person Company (OPC) took place in year 2014 with the repeal of
Companies Act, 1956 and enactment of Companies Act, 2013. However, it was first
recommended by J.J. Irani Committee in its report published in January 2005, to
bring Indian corporate system in line with countries like UK, USA, China,
Australia, Singapore, European Union etc.
Prime objective of
introduction of OPC
The prime aim of
introduction of concept of One Person company (OPC) is to “Unleash the
entrepreneurial talent of India in the technology driven environment and to
make the country Atmnirbhar in letter and spirit”
WHAT IS ONE PERSON
COMPANY (OPC)?
As per Section
2(62) of Companies Act, 2013 One Person Company (OPC) is a company which has
only one person as a Member.
Section 3 allows one
person to form a company for any lawful business. Memorandum of Association (MOA) shall
indicate the name of the person in its nomination clause who in the event of
death or incapacity to contract of sole member become the member of the
company.
SALIENT FEATURES
OF OPC
·
An OPC is incorporated as a Private
Limited Company.
·
It must have only one member at any point
of time and may have only one director.
·
The sole member must be a Natural person,
Indian Citizen whether Resident or not.
·
One person cannot become member or nominee
of more than one OPC.
·
Such company can not register itself for
the objects stated in Section 8 of Companies Act, 2013.
·
An OPC can not carry out the Non-Banking
Financial investment activities including investment in securities of other
body corporate.
BENEFITS/ADVANTAGES OF REGISTRATION OF OPC
· The most significant reason for choosing
an OPC over traditional Sole Proprietorship firm is its feature “limited
liability”. It leads to protection of personal assets of the Sole Member
in case funds of OPC gets insufficient to pay off its debt’s liability.
·
Unlike Private limited company or Public
limited company an OPC is not required to bother about heavy compliances.
·
Business running under Sole Proprietorship
can easily get converted into OPC.
·
An existing OPC is allowed to convert
itself either into a Private Company or a Public Company at any point of time.
·
Mandatory rotation of auditor after expiry
of his tenure is not applicable on OPC.
·
The Annual Return is to be signed by
Company Secretary, if it has no Company Secretary than by one Director.
·
The provisions of Section 98 and Section 100
to Section 111 relating to holding and convening of General Meetings are not
applicable to OPC.
·
Financial Statement of OPC may be signed
by One Director alone.
·
For the purpose of Board Meeting in case
OPC has only one Director, it will be sufficient compliance if all the
resolutions required to be passed in Board Meetings, are entered in the minutes
book signed and dated by the member and such date shall be deemed to be the
date of Board Meeting.
DOCUMENTS
REQUIRED FOR INCORPORATION OF OPC
|
Particulars |
Documents
required |
|
ID proofs
Subscriber /Directors/ Nominee |
Self-attested copy of PAN card and Aadhar card |
|
Present address proof of
Subscriber/Directors/Nominee |
Self-attested copy of Bank statement or utility bill
which should not be older than 2 months |
|
Permanent address
proof of Subscriber/Directors/Nominee |
Self-attested copy of Voter ID/ Passport/ Driving License |
|
Registered Office address proof |
Ø
In
case premise is owned by Subscriber or Director – Utility bill and No Objection Certificate from
owner to the effect that he has no objection if company uses such premise as
its Registered Office. Ø
In
case premise is Rented or on Lease- Utility bill and duly stamped and notarized Rent
Agreement or Lease Deed in the name of company.
|
|
Details about
the Share Capital |
Authorized as well as paid up Share Capital |
|
Business Activity details |
Objects for which company is to be incorporated
including NIC Code of the company |
STEPS TO
INCORPORATE A ONE PERSON COMPANY (OPC)
|
S.No. |
Particulars |
|
1. |
Obtain Digital
Signature Certificate (DSC) of sole Member and one of first Directors. |
|
2. |
Checking Name Availability on MCA portal and
Public Search of Trademarks |
|
3. |
Apply for Name
Reservation in SPICe Part-A along with fees of Rs. 1000.00
Note: Instead of
filing SPICe PART-A alone entire incorporation application can be filed along
with in Integrated SPICe plus form (INC-32) |
|
4. |
Once Name Approval Letter is received, name
is reserved for 20 days which can be extended for 20 days and further for 20
days (Max. 60 days) on filing extension application along with additional
fees. |
|
5. |
SPICe form
PART-B for incorporation is to be filed along with AGILE-PRO-S,
SPICe MOA, SPICe AOA, INC-9 along with following attachments:
·
Declaration by Certifying Professional in
form INC-8 ·
Consent to act as Director in form
DIR-2 ·
Declaration from first Directors that
they are not disqualified to get appointed in form DIR-8 ·
Declaration by the Nominee to become
Member in form INC-3 ·
Self attested copy of ID and address
proof of Subscriber to MOA, Nominee and first directors ·
Self attested copy of Registered
office proof
|
|
6. |
Payment of Stamp duty and filing fees,
Note: Stamp duty depends upon the Authorized Share
Capital and state where Registered Office of the company situated. |
|
7. |
Obtain PAN
and TAN of the company. |
|
8. |
Open bank account to deposit subscription money
so that company can file Commencement of Business in form INC-20A and carry
out business transaction afterwards. |
Compliance Calendar LLP
is one stop destination for Startup Founders who fail to comply on various
compliances and end up paying heavy fines & penalties. OPC Registration is
peaking up in India. If you have any questions, you are welcome to write to us
at info@ccoffice.in or connect with our team at 9988424211 and we would be
happy to support you in making you understand the complexities of One
Person Company (OPC) Private Limited Registration.
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