Introduction:
The Companies Act, 2013, brought forth an innovative concept known as the One Person Company (OPC). Tailored for entrepreneurs seeking autonomy, an OPC is a unique corporate entity where a single individual spearheads and manages the entire operation. This article aims to provide a comprehensive guide on the detailed process of incorporating an OPC, offering insights into the necessary steps, documentation, and compliance requisites.
Definition of One Person Company: As per Section 2(62) of the Companies Act 2013, an OPC can be formed with just one director and one member, who can be the same individual. This innovative form of the company combines the features of a traditional company while streamlining compliance requirements, making it an attractive option for solo entrepreneurs – whether residents or NRIs.
Incorporation Process:
Step 1: Apply for the DSC Acquiring a Digital Signature Certificate (DSC) is the first step in ensuring secure online transactions and document filing during the incorporation process.
Step 2: Apply for the DIN Obtaining a Director Identification Number (DIN) for the proposed director is the next essential step, which can be done through the Ministry of Corporate Affairs (MCA) portal.
Step 3: Name Approval Choosing a unique and compliant name for the company is crucial. The approved name will be in the form of “OPC Private Limited.”
Step 4: File Forms With MCA The next steps involve compiling and filing necessary forms with the MCA. These include SPICe+ Form, SPICe-MOA, and SPICe-AOA, with attached documents such as the Memorandum of Association (MoA) and Articles of Association (AoA).
Documents Required for ROC Submission:
1. Memorandum of Association (MoA) and Articles of Association (AoA): These documents outline the business objectives and operational by-laws of the company.
2. Nominee Consent: Since an OPC has only one director and one member, a nominee must be appointed. Their consent in Form INC-3, along with PAN card and Aadhar Card, is necessary.
3. Proof of Registered Office: Providing proof of the registered office’s ownership and a No Objection Certificate (NOC) from the owner is a mandatory step.
4. Declaration and Consent: The proposed Director must submit a Declaration (Form INC-9) and Consent (Form DIR-2). Additionally, a professional’s declaration certifying compliance is required.
Checklist for Registering OPC:
- Ensuring a minimum and maximum of one member.
- Appointing a nominee before incorporation.
- Obtaining consent from the nominee using Form INC-3.
- Ensuring the OPC’s name complies with Companies (Incorporation Rules) 2014.
- Submitting the Digital Signature Certificate (DSC) of the proposed director.
- Providing proof of the registered office of the OPC.
- Completing KYC for Member and Director (in case of NON DIN holder).
- Completing KYC for the Nominee (in case of NON DIN holder).
Conclusion:
In conclusion, the incorporation of an OPC involves a systematic process, ensuring legal compliance and simplicity. By following these steps and adhering to the checklist, entrepreneurs can establish their One Person Company seamlessly, reaping the benefits of a corporate structure with enhanced autonomy and reduced compliance burdens. This step-by-step guide empowers aspiring business owners to navigate the OPC incorporation journey with confidence. Embrace the innovative concept of an OPC and embark on the journey of entrepreneurial success.
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