One Person Company

• Single founder with full limited liability — personal assets completely protected from business debts and obligations
• Separate legal entity — improves bankability, client credibility, and contract enforceability compared to sole proprietorship
• Minimum compliance burden compared to Pvt Ltd — no mandatory board meetings, no minimum number of board meetings required
• One member required with one nominee who takes over on death or incapacity of the member
• Can be converted to Private Limited Company when paid-up capital exceeds Rs.50 lakhs or turnover exceeds Rs.2 crores
• Eligible for all bank loans, government contracts, MSME benefits, and tenders unavailable to unregistered proprietorships
• PAN, TAN, and GSTIN obtained simultaneously with incorporation via AGILE-PRO-S

1. Check name availability: Search MCA portal for name conflicts — OPC names must end with "(OPC) Private Limited"
2. Name approval: Submit name approval application with 3 options — approval typically within 2–5 working days
3. Gather documents: PAN, Aadhaar, address proof of the sole member and nominee; registered office proof
4. Draft MOA & AOA: Memorandum and Articles of Association drafted by MFiling's CS team
5. File SPICe+: Submit INC-32 with eMOA, eAOA, INC-3 (nominee consent), and AGILE-PRO-S for GST, TAN, PAN
6. Pay MCA fees: Government registration fee based on authorised capital
7. Receive Certificate of Incorporation: COI with CIN issued by MCA typically within 3–7 working days of SPICe+ submission

An OPC must mandatorily convert to a Private Limited Company when:

• Paid-up capital exceeds Rs.50 lakhs, OR
• Annual average turnover during any 3 consecutive financial years exceeds Rs.2 crores

The OPC must file for conversion within 6 months of crossing either threshold. Voluntary conversion is permitted at any time — and is a common growth path for solo entrepreneurs who bring in co-founders or investors. MFiling manages the complete conversion process including shareholder addition, MOA/AOA amendment, and MCA filings.

Q: Can a foreign national or NRI form an OPC in India?
No. Only an Indian citizen and resident (stayed in India for 182+ days in the preceding financial year) can be a member or nominee of an OPC. Foreign nationals must use a Private Limited Company structure for incorporating a business in India.

Q: What happens if the sole member of an OPC dies?
The nominee (appointed at the time of incorporation in Form INC-3) takes over as the sole member of the OPC and continues the business. The nominee must accept the membership within 15 days of becoming aware of the member's death. MFiling recommends appointing a trusted family member or business associate as nominee.

Q: Can an OPC have employees?
Yes. An OPC can have any number of employees. The sole member restriction applies only to share ownership and directorship — not to employment. The sole member can also be the director (and typically is) and can draw a salary as an executive director.