What is the new process of incorporation of One Person Company (OPC) in India?

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By Hiral Vakil on February 18, 2019

The concept of One Person Company (OPC) was introduced in companies act, 2013. One Person Company is suitable for one founder/ promoter who wishes to start a company. For incorporation of OPC one promoter/ member and one nominee is required.  

How to incorporate One Person Company?

The e-forms for OPC incorporation are available on MCA (Ministry of Corporate Affairs). You can incorporate One Person Company by two methods:

  1. Incorporation through SPICe (Without filing RUN Form)
  2. Incorporation through SPICe (With RUN Form)

1.   Incorporation through SPICe (Without filing RUN Form)

If you wish to incorporate OPC without RUN Form then following are the steps to follow:

  • Obtain Digital Signature Certificate of promoter/ founder.
  • File SPICe Form i.e, INC-32,33,34. One can avail service of name reservation, allotment of DIN, incorporation of new company, allotment of PAN and TAN through INC-32 form. And e-MOA, e-AOA can be submitted in INC- 33 and INC-34 respectively as linked forms.  
  • In case of OPC, since nominee is compulsory details of nominee can be filed in form INC-3 and can be filed as an attachment to INC-32 form.
  • No need to reserve the name before filing SPICe forms.
  • All the above forms are filed after digitally signed by the proposed director and the professional along with form fees. Forms will be processed by the MCA once all government fees have been paid. If any issues are found in the forms by the MCA then observation report will be sent to the email id mentioned in the form. An applicant can make necessary changes and file forms again.  
  • Once forms are successfully processed by the MCA, a Certificate of Incorporation along with PAN and TAN is provided via email.

2. Incorporation through SPICe (With RUN Form)

Incorporation of  OPC with RUN Form is commonly used method and below are the steps for the same:  

  • Obtain Digital Signature Certificate of promoter/ founder.
  • Apply for Name Reservation in RUN Form, 2 proposed company names can be given in RUN Form. Form filing fees are Rs. 1,000. Digital Signature or DIN of promoter is not required to file RUN Form.   
  • Once name approval is received, within 20 days file SPICe form i.e, INC-32,33,34. You can apply for allotment of DIN, Incorporation of new company, allotment of PAN and TAN through INC-32 form. And e-MOA, e-AOA can be submitted in INC-33 and INC-34 respectively as linked forms.
  • In case of OPC, since nominee is compulsory details of nominee can be filed in form INC-3 and can be filed as attachment to INC-32 form. SPICe forms are filed after digitally signed by proposed director and the professional along with form fees.
  • Upon successful processing of forms, a Certificate of Incorporation along with PAN and TAN is provided via email.

What documents are required for incorporation of One Person Company

FAQs:

  1. How to make changes in membership of OPC?
  2. Does nominee of OPC need to acquire DIN as well?
  3. What is the threshold for an OPC to get converted into private limited company?
  4. Is OPC required to hold an AGM?
  5. What rate of tax apply to OPC?