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A One Person Company (OPC) is a business structure introduced under the Companies Act, 2013 for solo entrepreneurs. It allows a single individual to own and operate a corporate entity with limited liability protection, a separate legal identity, and continuity beyond the owner’s lifetime.
OPCs combine the benefits of a sole proprietor’s simplicity with the credibility and protection of a company — ideal for freelancers, small business owners, and early-stage founders who want a low-compliance corporate vehicle.
Registering an OPC gives legal recognition, protects personal assets, ensures continuity through a nominee, and improves credibility for loans and clients — all with comparatively relaxed compliance.
Note: OPCs must convert to a Private Limited Company once they exceed ₹2 crore turnover or ₹50 lakh paid-up capital.
Why solo founders prefer OPC over Proprietorship
The biggest advantage. Your liability is restricted to the unpaid share capital. Your personal savings/assets are safe.
OPC is a separate legal entity. It can own property, sue, and be sued in its own name, unlike a proprietorship.
Banks and financial institutions prefer lending to companies (OPCs) rather than proprietary firms.
With a clearer nominee structure, the business continues to exist even in the event of death or disability of the owner.
OPCs have exemptions from holding AGMs and other procedural compliances required for Private Limited companies.
Your company name is protected. No one else can start a company with the same name in India.
While an OPC offers flexibility and strong legal protection, the Ministry of Corporate Affairs (MCA) imposes certain conditions you must be aware of:
Only One OPC Per Person: An individual can incorporate or be a nominee in only one OPC at a time.
No Public Fundraising: OPCs cannot issue shares to the public or be listed on the stock exchange.
Mandatory Conversion: Once the company exceeds ₹2 crore turnover or ₹50 lakh paid-up capital, it must convert to a Private Limited Company within 6 months.
Restricted Activities: OPCs cannot operate NBFC activities, investment operations, or charitable objectives.
Follow these steps to successfully register a One Person Company (OPC) in India as per MCA guidelines.
Necessary for online authentication and secure submission of documents.
Unique ID assigned to the director for regulatory compliance.
Secure a distinct company name through the Ministry of Corporate Affairs (MCA).
Define business objectives, governance, and operational structure.
A unified application for OPC incorporation, streamlining the registration process.
Charges vary by state and must be paid for successful registration.
The Registrar of Companies (ROC) examines the application and documents.
Official document confirming the OPC’s legal establishment.
Essential tax registration numbers for financial and business compliance.
Enables financial transactions and ensures smooth operations — final step to get your OPC up and running.
After incorporation, an OPC must follow certain statutory filings and compliance steps to remain in good standing. Below are the key obligations to note.
File AOC-4 (financial statements) and MGT-7A (annual return) with the ROC annually. Financial records must be audited; non-compliance attracts penalties.
OPCs are taxed as companies. Ensure timely income-tax filings. Register for GST if turnover crosses thresholds and file regular GST returns (GSTR-1 / GSTR-3B / annual reconciliations) to avoid penalties.
An OPC must convert to a Private Limited Company when paid-up capital exceeds ₹50 lakh or annual turnover exceeds ₹2 crore (trigger rules apply). Monitor thresholds and act within prescribed timelines.
Maintain proper books of account and get annual audits done by a qualified auditor (where applicable). Retain supporting records for statutory inspection and tax assessments.
Keep statutory registers updated (partners, charges, minutes). File necessary ROC forms (changes in director/nominee, registered office, etc.) within the prescribed timelines.
Maintain compliance for payroll (TDS), PF/ESI (if applicable), workplace safety, and timely statutory notices. Appoint nominee and update records for smooth succession.
Tip: Keep a compliance calendar (due dates for ROC, tax & GST) and consult your CA to avoid penalties and conversion surprises.
