India introduced the concept of a One Person Company (OPC) in the Companies Act, 2013, to help individual entrepreneurs form a company with limited risk and the freedom to work. At one time, starting a new company required more than one person to do so. After introducing OPC, the Indian government made its corporate law match international standards, so a person now has the option to be the only promoter in a private limited company.
Governing Law: Under the Companies Act, 2013
Relevant Rules: Companies (Incorporation) Rules, Year 2014
Applicable Form for Registration: Registration is best done using SPICe+ which is the new electronic form created by the government.
Regulatory Authority: In this case, the Ministry of Corporate Affairs oversees the regulatory authority.
Single Shareholder
Limited Liability Protection
Separate Legal Entity
Perpetual Succession
No Minimum Paid-up Capital Requirement
Compulsory Nominee Appointment
Cannot carry out Non-Banking Financial Investment Activities
Criteria |
Details |
Minimum Capital |
No minimum capital requirement |
Minimum and Maximum Members |
Only one member (natural person, Indian citizen & resident) |
Nominee |
Mandatory – one nominee must be appointed |
Director |
There must be at least one director (and this can be the same as the membership director) |
Legal Status |
Private Company |
Note: A person can incorporate only one OPC at a time and cannot be a nominee in more than one OPC.
SPICe+ Part B covers all company registration details, including:
PAN Card
Aadhar Card
Address proof (Bank statement, Utility bill)
Passport-size photo
Email ID and mobile number
Official documents (a utility bill, not older than 2 months)
NOC document signed by the owner
Rent Agreement/Ownership paper
MOA & AOA
Declaration by the subscriber and nominee
Consent of nominee in Form INC-3
Stage |
Timeframe |
DSC & DIN |
1–2 working days |
Name Reservation |
2–3 working days |
Filing Forms & Verification |
3–5 working days |
COI Issuance |
5–7 working days total |
After incorporation, the OPC must bear in mind the compliance requirements it must meet.
Ecclesiastical leaders and council members should maintain the Books of Accounts.
You have 30 days after incorporation to select your auditor.
Annual return filing is done using Form MGT-7A
Submission of Financial Statements (using Form AOC-4)
Filing out the tax return is a necessary process
Conduct Board Meetings
At least one board meeting should take place each six months.
No meeting should be held within the previous 90 days of another.
Limited liability to the owner
Complete control over decision-making
Less compliance than a private limited company
Better credibility compared to a sole proprietorship
The opportunity to borrow through venture capital or from a bank
Establishing a One Person Company is wise for individual entrepreneurs and small business owners seeking to secure limited liability, enhance their legal standing, and facilitate smoother business operations. With the simpler SPICe+ form and the Ministry of Corporate Affairs functioning digitally, registering an OPC has become considerably faster and more seamless. However, it is essential to adhere to annual submission requirements and regulations post-incorporation to avoid penalties.
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