How to Register a One Person Company (OPC) in India: A Step-by-Step Guide

A One Person Company (OPC) is a type of business structure in India that allows a single entrepreneur to own and manage the entire company. This structure combines the benefits of a sole proprietorship with the advantages of a corporate framework, such as limited liability and a separate legal entity. Here’s a detailed and easy-to-understand guide on how to register an OPC in India.

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Step 1: Obtain Digital Signature Certificate (DSC)

The first step in registering an OPC is obtaining a Digital Signature Certificate (DSC) for the sole director and nominee. A DSC is necessary for signing electronic documents. Here’s how to get it:

1. Select a Certifying Authority (CA): Choose a government-approved agency to issue the DSC.
2. Complete the Application Form: Fill out the application form online and attach a passport-sized photograph, proof of identity (such as a PAN card, Aadhaar card), and proof of address (utility bills, passport, etc.).
3. Verification: Submit the documents and get them verified.
4. Receive DSC: After verification, the DSC will be issued.

Step 2: Apply for Director Identification Number (DIN)

Next, apply for a Director Identification Number (DIN) for the sole director and nominee. The DIN is a unique identification number for directors. Follow these steps:

1. Access the MCA Website: Go to the Ministry of Corporate Affairs (MCA) website.
2. Fill Form DIR-3: Complete Form DIR-3 with the director’s details and attach a photograph, proof of identity, and proof of address.
3. Submit and Pay Fees: Submit the form online and pay the required fee.
4. Approval: After verification, the MCA will approve the DIN application.

Step 3: Name Approval

Choosing the right name for your company is crucial. The name must be unique and comply with MCA guidelines. Here’s how to get it approved:

1. Select a Name: Think of a unique name that reflects your business.
2. Check Name Availability: Use the MCA portal to check if the chosen name is available.
3. File Form RUN: Submit the Reserve Unique Name (RUN) form on the MCA portal, providing up to two names in order of preference.
4. Approval: If the names are unique and meet the guidelines, the MCA will approve one of them.

Step 4: Prepare Documents

Once the name is approved, prepare the necessary documents required for incorporation. These include:

1. Memorandum of Association (MOA): Outlines the objectives, scope, and activities of the company.
2. Articles of Association (AOA): Defines the rules and regulations for the company’s operations.
3. Nominee Consent Form (INC-3): A nominee must give their consent to act as the nominee for the OPC.
4. Affidavit and Consent of the Director: The director must provide an affidavit and consent to act as the director.

Step 5: File Incorporation Forms

With all documents prepared, file the incorporation forms with the MCA. Here’s how:

1. Visit the MCA Portal: Go to the MCA website.
2. Fill Form SPICe+: Complete the SPICe+ (Simplified Proforma for Incorporating Company Electronically Plus) form with details about the company, director, and nominee.
3. Upload Required Documents: Attach the MOA, AOA, Nominee Consent Form (INC-3), Affidavit, and Consent of the Director.
4. Submit and Pay Fees: Submit the forms online and pay the registration fees.

Step 6: Certificate of Incorporation

After submission, the MCA will review the application. If all details and documents are in order, you will receive the Certificate of Incorporation. This certificate includes:

1. Company Identification Number (CIN): A unique number assigned to your company.
2. PAN and TAN: Permanent Account Number and Tax Deduction and Collection Account Number for the company.

Step 7: Post-Incorporation Compliance

Once your OPC is incorporated, you need to comply with certain post-incorporation requirements:

1. Open a Bank Account: Open a bank account in the name of the company.
2. Register for GST: If applicable, register for Goods and Services Tax (GST).
3. Apply for Other Licenses: Depending on your business, apply for any other necessary licenses and permits.
4. Maintain Statutory Registers: Keep statutory registers and records up to date.
5. Hold First Board Meeting: Conduct the first board meeting within 30 days of incorporation.
6. Issue Share Certificates: Issue share certificates to the sole shareholder within two months from the date of incorporation.
7. Appoint an Auditor: Appoint the first auditor of the company within 30 days from the date of incorporation.

Conclusion

Registering a One Person Company in India involves several steps, from obtaining DSC and DIN to filing incorporation forms and ensuring post-incorporation compliance. You can connect legalsathi to ensure a smooth and successful registration process for your business. It’s advisable to consult with professionals if needed to navigate through any complexities.

Now, you’re ready to start your entrepreneurial journey with your newly registered One Person Company in India. Best of luck!