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One Person Company (OPC) Registration

Register a One Person Company — designed for single founders who want limited liability without partners. One member, one nominee.

⏱ Timeline: 7-12 days
📄 Form: SPICe+ INC-32
⚖ Section 2(62), 3(1)(c)
💰 Professional fee: ₹6,499
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MCAFiling Editorial & CA Team Qualified Chartered Accountants & Company Secretaries · Updated Jun 2026 · 6-8 min read

What is One Person Company (OPC) Registration?

OPC is a hybrid structure for solo founders, introduced under Companies Act 2013. Single person incorporates a company with limited liability, separate legal identity and perpetual existence — without partners.

Key requirement: a nominee (Indian-resident individual) who takes over in case of member's death or incapacity. OPC must convert to Pvt Ltd if paid-up capital exceeds ₹50 lakh or 3-year average turnover crosses ₹2 crore.

Quick facts

Governing ActCompanies Act, 2013
Relevant SectionSection 2(62), 3(1)(c)
Form ReferenceSPICe+ INC-32
Filing AuthorityRoC / MCA
Typical Timeline7-12 working days
Professional Fee₹6,499 onwards
Government Fee₹2,000 - ₹15,000

Who needs this filing?

  • Solo founders with ₹50 lakh+ annual revenue (consultants, freelancers)
  • Single-owner D2C and e-commerce businesses
  • Professionals (architects, designers, doctors) setting up practice
  • Owners transitioning from sole proprietorship

Step-by-step process

DSC & nominee consent DSC for director. Nominee consent in Form INC-3.
Name reservation SPICe+ Part A. OPC names end with "(OPC) Private Limited".
SPICe+ filing Part B with MOA, AOA, INC-3, declarations, address proof.
RoC approval CoI issued with CIN, PAN, TAN.
Bank account & INC-20A Current account. INC-20A within 180 days.

Documents required

  • PAN, Aadhaar, photograph of member
  • PAN, Aadhaar, photograph of nominee + INC-3
  • Address proof of member and nominee
  • Registered office proof + NOC + utility bill

Detailed fees breakdown

ItemAmount
Professional fee₹6,499
DSC~₹1,000
Govt fee₹500
Stamp duty₹2,000 - ₹15,000

Note: Government fees vary by state and are payable separately at actuals. Stamp duty depends on registered office state. Professional fees shown are indicative.

Key advantages

  • Full control as single member
  • Limited liability protection
  • Separate legal entity, perpetual existence
  • Fewer compliance than Pvt Ltd (no AGM, MGT-7A)
  • Easy conversion to Pvt Ltd when scaling

What happens after this filing?

Once One Person Company (OPC) Registration is complete, the following ongoing compliances apply:

  • INC-20A within 180 days
  • Annual AOC-4
  • MGT-7A (abridged for OPC)
  • DIR-3 KYC by 30 September
  • ITR-6

Frequently asked questions

Who can be a nominee?
Indian resident, 18+, with PAN. Takes over OPC if member dies or becomes incapacitated. Can withdraw consent before such event.
When must OPC convert to Pvt Ltd?
Mandatory when paid-up capital exceeds ₹50 lakh OR 3-year average turnover crosses ₹2 crore. Form INC-6 within 6 months.
Can foreigners or NRIs register OPC?
No. Both member and nominee must be Indian residents (stayed 120+ days in previous calendar year).
OPC vs Sole Proprietorship?
OPC offers limited liability and separate legal entity. Sole proprietorship has unlimited personal liability. OPC has higher credibility but more compliance.
Tax rate?
Same as Pvt Ltd — 22% under section 115BAA for new domestic companies, or 25%/30% under old regime.

Related services

Disclaimer: This page is for general informational purposes only. Tax rates, government fees and compliance requirements may change. Form references (e.g. SPICe+ INC-32) are statutory form identifiers used to describe the filing we assist with. MCAFiling.in is a private professional services platform and is not affiliated with the Ministry of Corporate Affairs or the Government of India. Official portal: mca.gov.in.
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