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.
| S.No. | Particulars | Minimum | Maximum |
| 1 |
MEMBERS |
1 | 1 |
| 2 | NOMINEE | 1 | 1 |
| 3 | DIRECTORS | 1 | 15 |
| 4 |
PAID-UP CAPITAL |
Rs. 10 |
Rs. 50,00,000/- |
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
|
INC-2 |
INC-22 |
DIR-12 |
|
INC-3 |
Utility Bill |
DIR-2 |
|
INC-8 |
NOC by Concerned Person |
Affidavit of Deposits |
|
INC-9 |
- | - |
|
INC-10 |
- | - |
|
MOA/AOA |
- | - |
|
Identity Proof of Subscribers |
- | - |
|
Address Proof of Subscribers |
- | - |
|
PAN Copy of Subscribers |
- | - |
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.
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