One-Person Company Registration

What is a One Person Company?

A One Person Company (OPC) is a private company that allows a single individual to operate a registered business with a separate legal identity. This was introduced under the Companies Act, 2013 and it is designed for solo entrepreneurs who want the benefits of a corporate structure without bringing in partners or co-founders.

As per the Companies Incorporation Rules, only a natural person who is a citizen of India and resident in India can be a member of an OPC. The OPC must have at least one director and one shareholder - both of whom can be the same person. While the minimum number of directors is one, the maximum number allowed is fifteen. The company operates as a separate legal entity, offering limited liability and perpetual succession to the single member.

At MSA, we help you navigate the requirements, prepare all required documents and file the incorporation forms with accuracy - so your OPC is registered correctly.

Who Should Consider Registering an OPC?

One Person Company is best for individuals who want to operate a business with limited liability but do not have a co-founder or partner. It offers structure, protection and the flexibility to grow or later change into a private limited company.

You may consider registering an OPC if you are:

• A consultant or freelancer working independently under your own brand.
• A startup founder planning to build a scalable product or service.
• Running a small business and want to protect personal assets from business risks.
• Looking to raise credibility while at the same time continue as the sole owner.

We will guide you on whether OPC fits your business goals or if another structure like a proprietorship or private limited company may be more suitable.

Benefits of OPC Registration

Registering your business as a One Person Company will give you the protection of limited liability and a recognised legal identity, even as a solo founder. It also simplifies compliance compared to larger company structures.

Here are some key benefits:

• Separate legal identity - The OPC can own property, sign contracts and operate independently from its member.
• Limited liability - Personal assets of the member are not at risk for company debts or liabilities.
• Continuity through nominee - The nominee takes over in case of the member's death or incapacity, thus avoiding disruption.
• Better recognition - More credibility when dealing with banks, vendors and government departments.
• Easy to convert - Can be converted into a private limited company when you are ready to scale.

At MSA, we help you register with the right structure in place. This ensures that your OPC is compliant from the start and is built to grow.

Documents Required for OPC Registration

Before applying for OPC incorporation, certain documents must be collected from the proposed member, nominee and for the registered office. At MSA, we assist you in preparing, reviewing and formatting every document as per the Companies Act, 2013 and MCA filing requirements.

Here is a list of documents typically required:

• PAN and Aadhaar of the proposed member and nominee.
• Passport-size photographs (recent digital copy).
• Proof of registered office address - Rental agreement, sale deed or co-working space agreement.
• NOC from the owner of the registered office premises.
• KYC documents of nominee with consent in Form INC-3.
• Consent to act as Director in Form DIR-2.
• Specimen signature for EPFO registration.
• Board resolution (if co-working space is owned or leased by an entity).

Our team will guide you through each requirement, help you fill out the forms correctly and ensure that every document is submitted in the format as required by the MCA.

OPC Registration Process

The incorporation of a One Person Company involves multiple filings under the Companies Act, 2013 - primarily through the MCA's SPICe+ web forms. At MSA, we manage this entire process for you, from name reservation to obtaining the Certificate of Incorporation.

Step 1: Name Reservation (SPICe+ Part A)

We help you choose two proposed names based on your business activity and apply for approval through the SPICe+ Part A web form. Proposed names are then checked against existing companies, LLPs and trademarks by the Central Registration Centre. Once approved, the name is valid for 20 days and can be extended further if needed.

Step 2: DSC and DIN for Member and Nominee

We obtain Digital Signature Certificates (DSC) for the proposed member, director and nominee. Director Identification Number (DIN) is allotted automatically through the SPICe+ Part B form - no separate DIR-3 form is needed at this stage.

Step 3: Drafting of MOA and AOA

We prepare the Memorandum of Association (MOA) and Articles of Association (AOA), based on your objectives. The sole member must subscribe to the MOA before submission.

Step 4: Filing SPICe+ Part B, e-MOA, e-AOA

We file the incorporation application with Registrar of Companies using SPICe+ Part B, along with e-MOA, e-AOA and supporting documents including consent forms, nominee details and address proof.

Step 5: AGILE-PRO-S & OTP Verifications

We handle the OTP verification process for the proposed director's mobile and email as part of the AGILE-PRO-S form, which covers ESIC, EPFO, GST and bank account setup.

Step 6: DSC Registration and MCA Login Creation

Every subscriber and nominee must have their DSC registered on the MCA V3 portal. We guide you through login creation, OTP-based verifications and finalising DSC registration.

Step 7: Certificate of Incorporation, PAN, TAN and Other Registrations

Once approved, you will receive your Certificate of Incorporation, PAN, TAN and other identifiers such as ESIC, EPFO and Labour Identification Number (LIN). Bank account details are also generated through MCA.

Step 8: Filing of Form INC-20A

Within 180 days of incorporation, we help you file Form INC-20A - a declaration for commencement of business - along with proof of share application money received by the company.

At every step, we stay in sync with MCA's latest procedures, follow up on application status and guide you through OTPs, DSC validations and submission formalities.

How MSA Supports You

Starting a company as a solo founder can feel overwhelming - especially when each form, step and portal requires careful attention. At MSA, we step in right at the start and stay with you until everything is filed, approved and active.

Here is how we support you through your OPC registration:

• Guide you on eligibility - including nominee selection, citizenship and residency rules as per the Companies Act.
• Help you choose a name - and check its availability across companies, LLPs and trademarks before submission.
• Prepare and review all documentation - from consent forms to office proofs, declarations and digital signature steps.
• Draft MOA and AOA - aligned with your business objectives and statutory formats.
• File all forms on your behalf - SPICe+ Part A and B, e-MOA, e-AOA, AGILE-PRO-S and INC-20A.
• Assist with OTPs and MCA login creation - for nominee and subscriber DSC registration.
• Follow up with MCA and CRC - for approvals, corrections or resubmissions if required.

We not only handle the forms, but we help you understand what is happening at each stage, explain why it matters and keep you informed until the Certificate of Incorporation is in your hands.

Our Key Experts For One Person Company Registration

Frequently Asked Questions

1. Is GST registration mandatory for an OPC?

No, GST is not really compulsory by default. It is required only if your annual turnover exceeds ₹20 lakhs (₹10 lakhs in special category states) or if you are involved in inter-state supply or e-commerce. Our team will guide you based on your specific business model.

2. Can the nominee of an OPC be changed later?

Yes, the nominee can be changed later by filing Form INC-4 with the Registrar of Companies, along with the new nominee's consent in Form INC-3. We help prepare and file these when such changes are needed.

3. Do I need to convert my OPC to a private limited company if turnover crosses ₹2 crore?

No, that rule has changed. Earlier, an OPC was suppose to be converted into a private or public company if its share capital crossed ₹50 lakhs. Or, if a company's average annual turnover crossed ₹2 crore. After the Companies (Incorporation) Second Amendment Rules, 2021, there is no such rules. Your OPC can continue as an OPC even if you exceed these limits.

4. Can an OPC raise external funding?

While it is possible, raising equity funding in an OPC is limited due to single ownership nature. Most funded startups convert to private limited structure for that reason. We will help you evaluate this based on your future plans.

Get Your OPC Firm Registered with MSA

From choosing the right structure to clearing MCA formalities - every decision matters. At MSA, we help you set up your One Person Company with complete legal backing, nominee protection and the confidence of a clean MCA filing.

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