Overview
An OPC is a company with a single shareholder. It is registered under the Companies Act, 2013 and has the same protection of limited liability as a private limited company, so the founder's personal assets are separate from the business.
The member must name a nominee, who steps in if the member dies or is unable to act. The nominee gives written consent at the time of registration and can be changed later by filing the prescribed form.
Registration follows the same SPICe+ process as a private company. Compliance is lighter: an OPC is not required to hold an annual general meeting, and the board only needs to meet twice a year.
Is an OPC the right fit?
An OPC suits solo entrepreneurs who want a company structure without having to find a second shareholder.
Usually a good fit if
- You are a single founder building a business with the long term in mind.
- You want liability protection and a clean separation between personal and business finances.
- You want a company's credibility with banks and customers without co-owners.
- You may later convert to a private limited company when you take on partners or investors.
Think twice if
- You want to raise equity from several investors soon; a private limited company will be easier to structure.
- You plan investment or financial activity such as non-banking financial investment; an OPC cannot carry these on.
- You are not an Indian citizen; only Indian citizens, resident or non-resident, can be the member of an OPC.
Key benefits
Limited liability
The founder's personal property is protected from business debts.
Single ownership
One person holds all the control and decision-making.
Lighter compliance
No annual general meeting and a smaller board meeting requirement.
Separate entity
The company owns its assets and enters contracts in its own name.
Continuity through nominee
The business continues if the member passes away or becomes incapable.
Path to growth
An OPC can be converted into a private or public company when the business needs it.
What we need from you
Both the member and the nominee provide personal documents. Only the member needs the digital signature and director details.
For the member (who becomes the director)
- PAN card
- Aadhaar card
- One more identity proof such as passport, voter ID or driving licence
- Address proof: a recent bank statement or utility bill, not older than two months
- Passport-size photograph
- Mobile number and email address
- Digital Signature Certificate
- For NRIs: passport and address proof from abroad, notarised and apostilled
For the nominee
- PAN card and Aadhaar card
- Identity and address proof
- Passport-size photograph
- Signed consent to act as nominee
For the registered office
- Recent electricity, water, gas or telephone bill
- Rent agreement with the owner's no-objection letter if rented
- Ownership proof and consent letter if owned by a relative
Information we need from you
- Two or three preferred company names
- Business activities the OPC will carry on
- Opening share capital
How the process works
Confirm eligibility 1 day
We check that you are an Indian citizen, whether resident or non-resident, and that you are not already tied to another OPC in a way the rules restrict.
Choose the nominee 1 day
The nominee must be a natural person who is an Indian citizen and agrees in writing to act in your place if needed.
Digital signature and name 2 to 4 days
A Digital Signature Certificate is issued for the director, and the proposed name is submitted with the SPICe+ form. The name must include the words One Person Company or OPC.
File the incorporation forms 2 to 4 days
We prepare the e-MoA and e-AoA, attach the nominee's consent and the registered office proof, and file SPICe+ with the applicable fees.
Registry review and certificate 3 to 7 working days
After the registrar approves, you receive the Certificate of Incorporation with your CIN, plus PAN and TAN.
Bank account and first steps First 180 days
Open the company account, introduce the share capital and file the commencement of business declaration within 180 days.
How long it takes
| Eligibility, nominee and documents | 1 to 3 days |
| Name approval and form filing | 3 to 6 days |
| Registry examination and approval | 3 to 7 working days |
| Overall, if documents are complete | Roughly 10 to 15 working days |
Delays most often come from the name being too similar to an existing one, or from address proofs older than two months.
What an OPC must do after incorporation
Fewer meetings do not mean fewer obligations, so here is the checklist.
- Within 180 daysFile the commencement of business declaration (Form INC-20A) after depositing the share capital.
- Within 30 daysAppoint the first auditor and file Form ADT-1.
- Board meetingsHold at least one meeting in each half of the year, with a gap of at least ninety days between them.
- Every yearGet the accounts audited, file the financial statements and annual return with the registry, complete director KYC and file the income tax return.
- Changing the nomineeIf the nominee changes, file the nomination form and the new nominee's consent promptly.
OPC compared with private limited and proprietorship
| OPC | Private Limited | Proprietorship | |
|---|---|---|---|
| Owners | 1 member | 2 or more shareholders | 1 |
| Liability | Limited | Limited | Unlimited |
| AGM required | No | Yes | Not applicable |
| Equity funding | Limited | Straightforward | Not possible |
| Annual ROC filings | Yes | Yes | None |
| Best for | Solo founders wanting a company | Startups with co-founders or investors | Freelancers and small traders |
Frequently asked questions
Can an NRI form an OPC?
Yes. Since the 2021 amendments, an Indian citizen who is a non-resident can also form an OPC, and the residency test for an Indian resident was shortened to 120 days in the previous year.
Is a nominee compulsory?
Yes. The OPC must name a nominee at registration, and the nominee must give written consent. You can change the nominee later by filing the prescribed form.
Is there a limit on turnover or capital?
Earlier rules forced an OPC to convert once it crossed prescribed capital or turnover limits. Those requirements were removed, so an OPC can stay as an OPC unless the owner chooses to convert.
Can I own more than one OPC?
The rules generally restrict a person from forming more than one OPC or being nominee in more than one. Check your position with us before you start.
Can I raise funding in an OPC?
Only the single member can hold shares, so it is not suited to outside investors. If you plan to raise equity, converting to a private limited company first usually makes sense.
Can an OPC carry out any business?
Most businesses, yes. It cannot carry on non-banking financial investment activity such as investing in securities of other companies.
This page is general information to help you prepare, not legal, tax or professional advice for your situation. Rules, forms, thresholds and due dates change, so we confirm the current position before we file anything for you. Taxswami Consultants is an independent professional services firm and is not a government body.