The concept of One Person Company [OPC] is a new introduction in
the companies act 2013 which allows a sole person to incorporate a company on
its own with concessional/relaxed requirements under the Act.
Definition of OPC
As per Section 2(62) of the Companies Act, 2013 One Person Company”
means a company which has only one person as a member;
Sections/Regulations/Rules/Schedule applicable to OPC
1. Section 2(62) of the Companies Act, 2013
2. Companies
(Incorporation) Rules, 2014.
3. Schedule 1 of companies act 2013
Restriction on OPC
1. Only a natural person who is an Indian citizen and resident in
India -
(a) shall be eligible to incorporate a One Person Company;
(b) shall be a nominee
2. No person shall be eligible to incorporate more than a One Person
Company or become nominee in more than one such company.
3. Where a natural person, being member in One Person Company in
accordance with this rule becomes a member in another such Company by virtue of
his being a nominee in that One Person Company, such person shall meet the
eligibility criteria specified in point (2) within a period of one hundred and
eighty days.
4. No minor shall become member or nominee of the One Person Company
or can hold share with beneficial interest
5. Such Company cannot be incorporated or converted into a company
under section 8 of the Act.
6. Such Company cannot carry out Non-Banking Financial Investment
activities including investment in securities of any body corporates.
7. No such company can convert voluntarily into any kind of company
unless two years have expired from the date of incorporation of One Person
Company, except threshold limit (paid up share capital) is increased beyond
fifty lakh rupees or its average annual turnover during the relevant period exceeds two crore rupees.
Requirements of incorporating a OPC
a. A person having din to become shareholder and director of
company
b. A nominee who shall become the shareholder in case of
death/incapacity of the original shareholder.
Steps to Incorporate One Person Company (OPC)
1.Obtain Digital Signature Certificate [DSC] for the proposed
Director(s).
2. Obtain Director Identification Number [DIN] for the proposed
director(s).
3. Apply for name approval in INC 1 with the word OPC in name
4. After name approval file for incorporation in INC 2/INC 7
Documents required to be attached in INC 2/INC 7
a. MOA and AOA
b.INC 8 INC 9
c. INC 3 should be attached as scanned document
d. DIR 2
e. PAN card id proof, Residential proof
f. Utility bill and NOC for registered office address
All documents to be attached as per companies incorporation rules 2014
Some Important Points
- Authorized and subscribed capital should be same in OPC
- OPC cannot do the object of finance or investment related
services
- No person shall be eligible to incorporate more than a One
Person Company or become nominee in more than one such company.
Penalty -
If One Person Company or any officer of such company contravenes the
provisions of the rules, One Person Company or any officer of the One Person
Company shall be punishable with fine which may extend to ten thousand rupees
and with a further fine which may extend to one thousand rupees for every day
after the first during which such contravention continues.
Now OPC can be formed in spice form too where name can be applied with
relevant documents.
The author can also be reached
at gargpreeya@gmail.com
CAclubindia
