Concept of one person company

OPC- Section 2(62) of Companies Act, 2013 provides that “One Person Company” means a Company which has only one person as a Member.

CHARACTERISTICS OF OPC-

1) Natural Person + Indian Citizen + Resident in India = Incorporate an OPC/ Nominee of an OPC.

2) OPC = Private Company.

3) 1 Person shall be incorporate only 1 OPC & Nominee of 1 OPC.

4) When a person being member in 2 OPC by virtue of nominee, such person shall convert any one company into Private/Public Company within 180 days.

5) Minor shall not become member or nominee in the OPC.

6) OPC cannot be converted into Section 8 Company.

7) OPC cannot carry NBFC Business.

8) OPC can covert into any kind of Company after 2 years of its Incorporation unless Paid-up Share Capital increased beyond 50 Lacs or Average Turnover beyond 2 Crore during relevant period.

MINIMUM & MAXIMUM CRITERIA OF OPCS.

FORMS RELATING TO OPC

SHORT CUT

File the E-Form INC-29 with Concerned ROC with Following Attachments-

1) INC-3
2) INC-8
3) INC-9
4) INC-10
5) DIR-2
6) MOA/AOA
7) Affidavit of Deposits
8) Utility Bill for Registered Office
9) NOC of Concerned Person for Registered Office
10) ID of Proposed Member, Nominee & Directors
11) Address Proof of Proposed Member, Nominee & Directors
12) Pan Copy of Proposed Member, Nominee & Directors

After Satisfy by ROC, give Certificate of Incorporation by ROC in Form INC-11.

LONG CUT

a) File the E-Form INC-1 with ROC with maximum 6 names.
b) After Availability of Name by ROC, file E-Form INC-2, INC-22 & DIR-12 to ROC within 60 days from the date of filling the E-Form INC-1.
c) After Satisfy by ROC, give Certificate of Incorporation by ROC in Form INC-11.

ATTACHMENTS

OPC TO PRIVATE/ PUBLIC COMPANY

File the E-Form INC-5 with ROC within 60 days from the date of crossing Threshold Limit.

PRIVATE COMPANY TO OPC-

1) Check the Threshold Limit.

2) Pass Special Resolution in EGM.

3) File E-Form MGT-14 to ROC within 30 days from passing Special Resolution.

4) File E-Form INC-6 with ROC with following Attachment-

1. Affidavit by Directors
2. List of Members & Creditors
3. Latest Audited Financial Statements
4. NOC from Creditors

NOTE- Threshold limit for the purpose of OPC means Paid-up Share Capital up to Rs. 50 Lacs or Average Turnover up to 2 Crore (Preceding 3 Years).

PENALTY
Fine up to Rs. 5,000/- on OPC or any officer of such OPC. [Rule 7A of Companies (Incorporation) Rules, 2014.