What is a One Person Company?
The One Person Company was introduced by the Companies Act, 2013 so that a single entrepreneur could enjoy the benefits of a company without needing a co-founder. Under Section 2(62), an OPC has just one member, who can also be its sole director. It combines the control of a sole proprietorship with the limited liability and separate legal identity of a private limited company.
Who can form an OPC?
- Only an individual who is an Indian citizen — companies and LLPs cannot form an OPC.
- Since the 2021 amendment, the member can be resident in India or an NRI. A resident is someone who has stayed in India for at least 120 days in the previous financial year.
- A nominee (also an Indian citizen) must be named, who becomes the member if the owner dies or is incapacitated.
- A person can be a member or nominee of only one OPC at a time.
- A minor cannot be a member or nominee.
- An OPC cannot carry on non-banking financial investment activities or be formed for charitable purposes.
Good news since 2021: the old turnover (₹2 crore) and paid-up capital (₹50 lakh) caps have been removed. An OPC is no longer forced to convert when it grows, and it can voluntarily convert to a private or public company at any time.
Advantages and disadvantages
Advantages
- Separate legal entity — your personal assets are protected
- Full control and quick decision-making
- Exempt from holding an AGM and needs only one board meeting in each half of the year
- No minimum capital requirement
- Perpetual succession through the nominee
- Easier access to bank loans than a proprietorship
Things to consider
- Only one member — cannot bring in co-investors without converting
- Not allowed for NBFC-type investment businesses
- Ownership and management sit with one person
- More compliance than a sole proprietorship
Documents required
- PAN, Aadhaar and address proof of the member/director
- PAN and Aadhaar of the nominee, with consent in Form INC-3
- Passport-size photographs
- Registered office proof — utility bill, plus rent agreement and owner's NOC if rented
- Director's consent (DIR-2) and declaration (INC-9) — we prepare these
- Memorandum and Articles of Association — drafted by us
OPC registration process
OPCs are incorporated through the same SPICe+ web form used for private companies. Part A reserves the name; Part B covers the office address, capital, director and member details, DIN, PAN and TAN.
- Obtain DSCA Class 3 Digital Signature for the proposed director.
- Name approvalWe file SPICe+ Part A with a distinctive name ending in “(OPC) Private Limited”.
- Draft MoA and AoASetting out the company's objects and internal rules, including the nominee clause.
- File SPICe+ Part BWith nominee consent, office proof and declarations. DIN is allotted through the form.
- Certificate of IncorporationThe ROC issues the certificate with CIN — PAN and TAN are generated automatically.
Why register your OPC with CRSB?
We guide solo founders through every step, from name selection to document drafting and filing. Our fees are transparent, our checks are thorough and our support team is on hand for any question — so you can focus on building your business while we take care of the law.
Frequently asked questions
Can an NRI form a One Person Company?
Yes. Since April 2021 an NRI who is an Indian citizen can incorporate an OPC.
Can an OPC have more than one director?
Yes. An OPC has one member but can have up to 15 directors.
Can an OPC be converted into a private limited company?
Yes, at any time, by increasing members and directors to at least two and filing the required forms.
Does an OPC need to hold an AGM?
No. An OPC is exempt from holding an annual general meeting.