One Person Company or OPC means a company which has only one person as a member. OPC has all benefits of a private limited company such as protecting personal assets from business liability, separate legal entity and perpetual succession. One Person Company (OPC) is a Company registered with ONLY ONE PERSON as its shareholder. An OPC is classified as a private company under Companies Act.
A One Person Company can have owned by Only a natural person who is Resident in India and Citizen of India. No corporate entity can be as shareholder (owner) of a One Person Company.
There is no minimum paid up capital restriction for One Person Company but the maximum capital is restricted to Fifty Lakhs and maximum turnover can be only Two Crores. If any of these conditions ie maximum capital or maximum turnover is crossed, One Person Company is required to get convert itself into a public company or a private company.
One Person Company is not allowed to take any partner (Shareholder) within two years from the date of registration. After completion of two years, it can be converted into a regular private limited company by adding a shareholder. If the OPC is crossing the maximum limit criteria, it have to convert as mentioned above
The transparent process followed by companiesinn made the One Person Company registration very simple and hassle free. The technology integration into the registration process and experts in the advisory and processing team with several years of experience made the OPC registration process and further support a boost for the startup entrepreneur in the beginning of his/her entrepreneurial journey.
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Shareholder(s) or Member(s) are the persons who invest capital and holds shares in a company. Members are the ultimate owners of the company.
In case of One Person Company, only an individual who is an Indian citizen and resident in India can become the shareholder. In case of Private Limited Company and Public Limited Company, shareholders could be Individuals, Companies or LLPs, but only individuals can become directors of the company.
Nominee shareholder is a person nominated by the member of an OPC to become the member of the company in the event of the Member's death or his incapacity to contract. Initially the subscriber to the memorandum shall nominate another person as his/her nominee and the nomination can be changed at any time by the Member. Only an individual who is an Indian citizen and resident in India can become nominee for the sole member of a One Person Company.
Directors of company are responsible for company management and legal compliance under various laws.
Only an individual can be appointed as a director of a company. A director need not be a shareholder of the company and shareholders need not necessarily be the directors also.
Authorised Capital or Registered Capital of a company is the upper limit of capital that a company can issue shares and collect money from shareholders.
No minimum capital required for a company
Authorised Capital can be enhanced at any time by passing a resolution at a meeting of shareholders. Authorised capital can be any amount above the minimum limit. The fee payable to ROC will be calculated on the basis of Authorised Capital.
Subscribed Capital refers to the total amount of share capital agreed to be brought in by the shareholders to the company.
The subscribers shall bring money within 60 days from the date of incorporation to issue share certificate.
If the subscribers are not brought the money within the specified time, the registrar can issue notice for closure of the company.
Paid up capital of a company refers to the amount of capital actually brought in by the shareholders to the company.
The subscribed capital can be brought into the company in any accountable mode. The best practice is to open the bank account for the company and bring the money to company's account from the personal account of each subscriber by way of cheque or bank transfer.
Objects are the proposed business of the company. The objects can be any business that is legal. It is advisable to identify the main objects of the company in a particular line of business. The name of the company must be in line with the main objects of the company. If the name of the company is not describing a particular object, then the company can have multifaceted objects. The objects are described under a Clause in Memorandum of Association of the Company.
A company can change its objects by passing a resolution at the Shareholders meeting.
A company must have a unique Name. The approval of Company Names is subject to Company Name Guidelines issued by MCA. The name of the company should end with the words 'Private Limited (OPC)' or 'Private Limited' or 'Limited' as the case may be. The name of a company should not be identical with or nearly resembling with the name of a company in existence and such a name is already approved by the Registrar of Companies or The name of a Limited Liability Partnership (LLP) in existence or a name already approved by Registrar of LLPs; or A registered trade mark or a trade mark for which an application is filed under the Trade Marks Act, 1999.
The jurisdiction of the ROC will depend on the state in which the registered office is situated. Place of registration depends on the convenience to the promoters.
The Registered office address is the official communication address of the Company. The Registrar of Companies shall send all the correspondence relating to the company to the registered office address.
At the time of Registration, a Temporary Address can be given as the company's registered office. From the 15th day of registration, company should have a permanent address as registered office receiving and acknowledging all communications and notices. Within 30 days of registration, the company has to file a return of verification of registered office with proof of registered office address with Registrar of Companies.
The registered office can be changes from one place to another place within the city, or within the sate or state to state subject to compliance of requirements under Companies Act
Administrative Office refers to a place where general Administration of company happens. Administrative Office can be same or different from Registered Office.
DSC is a legally recognised method of signing documents electronically. A digital signature is a type of asymmetric cryptography used to simulate the security properties of a handwritten signature on paper. Digital signature schemes normally give two algorithms, one for signing that involves the user's secret or private key, and one for verifying signatures that involves the user's public key. The output of the signature process is called digital signature. Digital signature certificates are used by programs on the Internet and local machines to confirm the identity of a third party. Digital signatures have often confused with scanned copies of a physical written signature, which do not have any legal backing for authentication of electronic documents.
All the applications, Documents and Returns filed to the Registrar of Companies (ROC) are submitted online through www.mca.gov.in. These forms need to be authenticated by a Digital Signature Certificate (DSC) issued by the Certifying Authority in India.
In India, Digital Signature Certificate (DSC) is issued by Certifying Authorities appointed under Information Technology Act 2000. NCode Solutions, e-Mudhra and Safescrypt are the Certifying Authorities issuing DSC for MCA use. An application along with Identity and address documents are required to be Certifying Authorities for issue of Digital Signature Certificate.
Director Identification Number (DIN) is a unique identification number allotted by the Ministry of Corporate Affairs to the Directors of Companies. To become a Director of a Company, the incumbent director must have DIN.
Yes. DIN being an identification number issued by Ministry of Corporate Affairs, the same is used for Directors of Company and Designated Partners of LLP.
A DIN can be obtained by filing an online application with a copy of identity and address proofs using the Digital Signature Certificate (DSC) of applicant and certified by a Company Secretary / Chartered Accountant / Cost Accountant in Practice. To read more about DIN, See Director Identification Number (DIN).
The availability of Company Name can be verified at www.mca.gov.in. If there is no similar names registered already, the may be available for registration. The search results do not provide any guarantee that the searched name will be available for registration as the company name has to be approved by office of ROC.
The application for Company Name has to be filed for getting the company name approval from the ROC. It is preferable to submit the application with multiple names in the order of preference. Company name application must be in line with the Company Name Guidelines.
Multiple names can be submitted for approval in one application in the order of preference. If the first applied name is not available, ROC will approve the next name. If you are particular about one name, it is preferable to apply with one name only and in case that name is not available apply the next name. Name application can be resubmitted only once.
Once approved by the office of ROC, Company Name shall be available for 60 days. Company registration documents have to be executed and filed within this time line.
There is no option to reserve a Company Name. The Company Name shall be available for 60 days from the date of approval. After the expiry of 60 days, a fresh application has to be filed for availing the name for registration.
If the trademark is registered, it gives you the right to get the same name. In case your Trademark application is under process at Trade Mark Registry, your application gets priority for approval as long as there is no similar Company or LLP registered at Ministry of Corporate Affairs.
Company name approval is subject to Rule 8 of Companies (Incorporation) Rules, 2014. Read detailed Guidelines for Company Name Approval.
After the company name is approved, the company incorporation documents such as Memorandum of Association (MOA) and Articles of Association (AOA) have to be executed by the promoters in the prescribed format. MOA and AOA have to be signed by the subscribers and have to write their details such as Name, Father's Name, Residential Address, Occupation and the Number of Shares they agree to subscribe in their own handwriting. The signatures of the subscribers have to be witnessed by a person with his/her Name, Father's Name, Residential Address and Occupation.
Yes. All the subscribers to MOA and AOA have to write their details in their own handwriting and sign the same.
Duly executed MOA and AOA has to be submitted to the ROC of the respective state for the company registration through online applications along with Company Registration Fee. Along with MOA and AOA, details of directors are also required to be filed with the ROC.
No. The originally executed MOA and AOA are not required to be filed with the ROC. The same has to be preserved by the promoters as permanent records.
The ROC will register the company after due verification of MOA, AOA and other details and will issue the Certificate of Incorporation (COI). ROC will also allocate a Corporate Identification Number (CIN) to the company so registered.
The Certificate of Incorporation is issued by the ROC in Electronic Format signed with the digital signature certificate. No physical certificate will be issued by the office of ROC.
Corporate Identification Number (CIN) is the number allotted to a company registered in India by the Ministry of Corporate Affairs, Government of India. CIN is a 21-digit number that contains information such as status, whether listed or unlisted, NIC code of business activity, state of registration, year of registration, whether private or public and the sequential registration number in the respective state (for example, U74110KA2008PTC046914).
From the 15th day of registration, company should have a permanent address as registered office receiving and acknowledging all communications and notices.
Within 30 days of registration, the company has to file a return of verification of registered office with proof of registered office address with Registrar of Companies.
The verification of registered office has to be filed with the Registrar of Companies along with: 1. Notarized copy of Rent / Lease Agreement in the name of company and Rent paid receipt not older than one month; AND 2. NOC from owner along with proof of ownership like Tax Paid Receipt / Electricity Bill / Sale Deed; AND 3. Any utility bill not older than two months like telephone, gas, electricity, etc. in name of the Owner with complete address of the premises .
A company can commence its business or borrow any money ONLY AFTER filing a declaration to Registrar of Companies confirming the following: 1. The promoters (subscribers to MOA) brought in their agreed share capital to the Company and 2. The company has filed the verification of registered office.
Before filing the Declaration for commencement of Business, the Company should that the subscribers to MOA have brought in their agreed share capital to the Company and the company has filed the verification of registered office in prescribed format to ROC.
Declaration for commencement of Business has to be filed with the Registrar of Companies within 180 days from the date of registration of the company.
In case the declaration has not been filed by the company with the Registrar within 180 days from the date of incorporation of the company, the Registrar may initiate action for the removal of the name of the company from the register assuming that the company is not carrying on any business or operations.
|2 DSC for Incorporation||352|
|MOA -MCA-Fee OPC & Small Company||0|
|AOA Stamp Duty||1000|
|MOA & Stamp Duty||1000|
|INC-Declarations & Stamp Duty||40|