A One Person Company (OPC) is a unique form of company introduced by the Companies Act, 2013, designed specifically for solo entrepreneurs, professionals, and first-generation founders who want the credibility and limited liability protection of a private limited company — but without the need for a co-founder or second shareholder. An OPC is owned and managed by a single individual who acts as the sole shareholder, with a nominated person stepping in only in the event of the shareholder’s death or incapacity.
OPC structure offers the best of both worlds — the separate legal identity, limited liability, and perpetual succession of a corporate entity, combined with the simplicity and sole control of a proprietorship. It is ideal for freelancers, consultants, small traders, D2C founders, and single-owner tech businesses who want a formal company with their name on it — credible for banks, clients, and government tenders — without diluting ownership to a partner or nominee shareholder.
We offer end-to-end OPC incorporation and compliance services — from name reservation, DSC / DIN, drafting of MOA & AOA, SPICe+ filing, PAN / TAN / GST, bank account opening, nominee documentation, to ongoing annual ROC filings, income tax, and eventual conversion into a Private Limited Company when the business scales — so your OPC is set up cleanly, runs compliantly, and supports long-term growth.
1 Shareholder
Sole owner with full control
1 Director
Minimum — up to 15 allowed
1 Nominee
Mandatory successor in writing
Ltd Liability
Personal assets protected
Laws & Frameworks We Work Under
Companies Act, 2013
Companies (Incorporation) Rules
Income Tax Act, 1961
GST Act, 2017
SPICe+ Framework
MCA V3 Portal
Shops & Establishments Act
MSME Framework
FAQs on One Person Company (OPC)
What is a One Person Company (OPC)?
A One Person Company is a form of company introduced under Section 2(62) of the Companies Act, 2013, that can be incorporated by a single individual as its sole shareholder. It combines the corporate benefits of a Private Limited Company — separate legal entity, limited liability, and perpetual succession — with the simplicity of a proprietorship. An OPC must mandatorily nominate a successor who will take over the company in case of the shareholder’s death or incapacity.
Who is eligible to incorporate an OPC in India?
Only a natural person who is an Indian citizen can incorporate an OPC. Earlier, the individual was required to be a resident in India, staying at least 182 days in the preceding financial year. However, after the 2021 amendment, NRIs are also permitted to incorporate OPCs, and the residency requirement was reduced to 120 days. A person can form only one OPC at a time and cannot be a nominee in more than one OPC.
What is the minimum capital requirement for an OPC?
There is no minimum paid-up capital requirement for an OPC. You can start with any authorized and paid-up capital that suits your business — commonly ₹1 lakh or even lower. However, OPCs must mandatorily convert into a Private or Public Limited Company if their paid-up capital crosses ₹2 crore or their average annual turnover exceeds ₹20 crore for three consecutive financial years, although these thresholds have been relaxed over time.
Why is a nominee mandatory in an OPC?
Since an OPC has only one shareholder, the Companies Act requires a nominee to ensure business continuity. The nominee is a person who will automatically become the member of the OPC in case of the death or incapacity of the sole member. The nominee’s written consent must be filed in Form INC-3 at the time of incorporation, and their name must appear in the Memorandum of Association. The nominee can be changed anytime during the life of the OPC.
How is an OPC different from a sole proprietorship?
A sole proprietorship is not a separate legal entity — the owner and the business are treated as one, and the proprietor has unlimited personal liability for business debts. An OPC, on the other hand, is a registered company with its own PAN, separate legal identity, and limited liability protection — the owner’s personal assets are ring-fenced from business obligations. OPCs also enjoy perpetual succession and higher credibility with banks, customers, and vendors.
What are the annual compliance requirements for an OPC?
OPCs must maintain books of accounts, conduct at least one board meeting in each half of the calendar year (if there are multiple directors), file Form AOC-4 (financial statements) and Form MGT-7A (simplified annual return), file income tax returns, TDS returns, and GST returns where applicable. OPCs are exempt from holding an Annual General Meeting (AGM), which reduces compliance load compared to a Private Limited Company.
When must an OPC convert into a Private Limited Company?
An OPC can voluntarily convert into a Private Limited Company anytime after two years of incorporation. Mandatory conversion is triggered if the OPC’s paid-up share capital exceeds ₹50 lakh or its average annual turnover crosses ₹2 crore over three consecutive years — though thresholds have been amended and relaxed over time. On conversion, the OPC must induct a second shareholder and meet the minimum requirements of a Private Limited Company.
How long does OPC incorporation take?
With complete documentation, OPC incorporation via the SPICe+ form typically takes 7 to 15 working days — including name reservation, DSC / DIN, MOA / AOA drafting, SPICe+ Part B filing, and issuance of the Certificate of Incorporation along with PAN and TAN. Additional steps like bank account opening, GST registration, and Startup India recognition add another 1 to 3 weeks depending on the banker and departments involved.
Start Your One Person Company the Right Way
Partner with our specialists for end-to-end OPC incorporation — name approval, SPICe+ filing, nominee documentation, tax registrations, and ongoing compliance — all under one roof.
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