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OPC Company Registration in India: A Complete Step-by-Step Guide
Starting your entrepreneurial journey as a solo founder? Then OPC company registration in India (One Person Company) is the perfect business structure for you. It gives you the advantages of a private limited company — such as limited liability, legal identity, and credibility — while allowing you to operate as a single owner.
In this comprehensive guide, we’ll walk you through everything you need to know about OPC company registration in India, including eligibility, step-by-step process, documentation, benefits, compliance requirements, pros and cons, and common mistakes to avoid.
What is an OPC Company?
An OPC (One Person Company) is a unique form of business entity introduced under the Companies Act, 2013. It allows a single individual to run a company with limited liability and corporate status. In essence, it bridges the gap between a sole proprietorship and a private limited company.
Key Characteristics of an OPC
Single Owner: Only one shareholder (individual) is required.
Limited Liability: The owner’s personal assets are protected.
Separate Legal Entity: The company is legally distinct from its owner.
Perpetual Succession: Even after the owner’s death, the business continues through a nominated director.
Private Limited Benefits: Enjoys similar advantages like credibility, funding opportunities, and scalability.
Why Choose OPC Company Registration in India?
Starting a company as a single entrepreneur can be challenging under traditional models. The OPC structure provides a simple, flexible, and legally recognized pathway to start a formal business.
Key Benefits
Limited Liability Protection:
Your personal assets remain safe in case the business faces financial losses or legal issues.Separate Legal Identity:
OPCs are treated as separate legal entities, enabling you to enter contracts and own property in the company’s name.Continuous Existence:
The nominated director ensures business continuity in case of unforeseen events.Easy to Manage:
Compared to private limited companies, OPCs have fewer compliance requirements.Better Credibility:
Having “Private Limited” in your company name boosts your brand’s credibility with customers and investors.Tax Benefits:
OPCs are taxed as per corporate rates, often resulting in tax advantages over individual proprietorships.
Eligibility Criteria for OPC Registration
Before applying for OPC company registration in India, ensure you meet the following eligibility conditions:
| Criteria | Requirement |
|---|---|
| Shareholder | Only one individual (Indian citizen & resident) |
| Nominee | One nominee (must also be an Indian citizen & resident) |
| Director | Minimum one; the shareholder can also be the director |
| Paid-up Capital | No minimum capital requirement |
| Annual Turnover Limit | Should not exceed ₹2 crore |
| Residency Rule | Must have stayed in India for at least 182 days in the previous calendar year |
Note: If your OPC crosses ₹2 crore turnover or ₹50 lakh paid-up capital, it must convert into a Private or Public Limited Company.
Step-by-Step Process for OPC Company Registration in India
The process of registering an OPC is entirely online through the Ministry of Corporate Affairs (MCA) portal. Below is a detailed step-by-step guide:
Step 1: Obtain Digital Signature Certificate (DSC)
Every director and shareholder must obtain a DSC to sign electronic documents.
Documents Required:
PAN card
Aadhaar card
Email ID and mobile number
Passport-size photo
Step 2: Apply for Director Identification Number (DIN)
A DIN is required for the proposed director. If not already available, it can be applied during the SPICe+ form filing.
Step 3: Name Reservation
Propose a unique company name using the RUN (Reserve Unique Name) service on the MCA portal.
The name must:
End with “(OPC) Private Limited”
Not resemble existing company names or trademarks
Follow MCA naming guidelines
Example: BrightFuture Technologies (OPC) Private Limited
Step 4: Drafting the MOA and AOA
MOA (Memorandum of Association): Defines your company’s objectives.
AOA (Articles of Association): Lays out internal rules and management procedures.
Step 5: File SPICe+ Form (INC-32)
The SPICe+ form is an integrated online application that includes:
DIN allotment
Name approval
Incorporation
PAN & TAN application
Attach these documents:
Proof of registered office (rent agreement, NOC, or ownership proof)
Director’s ID & address proof
MOA & AOA
Declaration by director and nominee
Step 6: Nominee Consent
The nominee must provide written consent in Form INC-3, agreeing to take charge in case of the owner’s demise.
Step 7: Certificate of Incorporation
Once approved by the Registrar of Companies (ROC), you’ll receive the Certificate of Incorporation along with the company’s CIN (Corporate Identity Number).
Step 8: Apply for PAN, TAN & Bank Account
After incorporation:
Apply for a PAN & TAN through the SPICe+ form.
Open a business bank account in the company’s name.
Documents Required for OPC Registration
Below is the complete list of documents you’ll need for OPC company registration in India:
For Director and Nominee
PAN Card (mandatory)
Aadhaar Card
Passport-size Photograph
Voter ID / Driving License / Passport (as ID proof)
Latest Utility Bill or Bank Statement (as address proof)
For Registered Office
Rent agreement or ownership proof
NOC from the property owner
Latest electricity or water bill
Compliance Requirements for OPCs
Once registered, every OPC must follow certain annual compliance norms:
Filing of Annual Returns (Form AOC-4 and MGT-7A)
Statutory Audit by Chartered Accountant
Income Tax Filing
Maintenance of Statutory Registers and Books
Board Meetings (at least one in each half of the year)
Non-compliance may attract penalties under the Companies Act.
Cost of OPC Registration in India
| Particulars | Approx. Cost (₹) |
|---|---|
| DSC & DIN | 1,000 – 2,000 |
| Name Approval | 1,000 |
| MOA & AOA Drafting | 2,000 – 3,000 |
| Government Fees | 3,000 – 7,000 |
| Professional Fees | 5,000 – 10,000 |
| Total Estimated Cost | 10,000 – 20,000 |
Prices vary based on state and professional service provider.
Pros and Cons of OPC Registration
Advantages
Limited liability protection
Easier compliance than private limited
Full ownership and control
Perpetual succession
Suitable for freelancers and solo entrepreneurs
Disadvantages
Restricted to one shareholder only
Conversion mandatory on exceeding limits
Limited funding opportunities compared to private limited
Common Mistakes to Avoid
Choosing an invalid or duplicate company name
Incorrect document submission during registration
Ignoring annual ROC filings
Not appointing a qualified nominee
Mixing personal and business finances
Real-Life Example
Case Study:
Priya Sharma, a freelance graphic designer from Bengaluru, decided to register her business as an OPC. Within two years, her business grew significantly, and she converted it into a Private Limited Company to attract investors and hire a team — showing how OPC serves as a stepping stone for business expansion.
When Should You Convert OPC to Private Limited?
You must convert your OPC if:
Turnover exceeds ₹2 crore, or
Paid-up capital exceeds ₹50 lakh
Voluntary conversion is also allowed after two years from incorporation.
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Top 5 FAQs on OPC Company Registration in India
1. Who is eligible to register an OPC?
Only an Indian citizen and resident (living in India for at least 182 days in the previous year) can register an OPC.
2. Can a minor become a member or nominee in an OPC?
No, minors are not allowed to be either members or nominees of an OPC.
3. Is it possible to convert an OPC into a private limited company?
Yes, conversion is mandatory once turnover or paid-up capital exceeds prescribed limits or voluntarily after two years.
4. What taxes does an OPC pay?
OPCs are taxed as per corporate tax rates under the Income Tax Act — usually 25% of profits (plus applicable surcharge and cess).
5. How long does OPC registration take?
Typically, it takes 7–10 working days, depending on document accuracy and government processing time.
Conclusion
In conclusion, OPC company registration in India is a powerful opportunity for solo entrepreneurs to start a legally recognized business with minimal risk and maximum control. It offers the flexibility of a proprietorship with the structure and credibility of a private limited company.
If you’re planning to register your OPC, make sure to follow all compliance rules and seek professional assistance for a smooth process.
👉 Ready to start your OPC registration?
Contact Invention Tax Solutions, India’s trusted business registration experts. We provide complete end-to-end support for company registration, ISO certification, and business compliance — ensuring your business journey begins the right way.