CS Jatin Bajaj
What is One Person Company?
Who shall be a Member?
Define Resident in India?
Important Note: The person mentioned above can incorporate only 1 One Person Company.
How to apply for Incorporation of OPC?
Important Note: The Subscriber to MOA of a OPC shall nominate a person after obtaining prior written consent of such person who shall in the event of Subscriber’s death become the member of OPC.
The name of such person shall be mentioned in MOA of OPC and such nomination in Form INC 2 along with consent of nominee in Form INC 3.
Main Attachments along with Form INC 2
Main Features of OPC
Interpretation : If the Paid up share capital of Company exceeds 50 Lakhs Rupees or its Average Annual Turnover exceeds 2 crore Rupees during these 2 Years, then it shall cease to become OPC and shall have to convert it into either a Private Company or a Public Company. (Rule 6 of Companies Incorporation Rules)
Such OPC is required to convert itself either as a Public Company or Private Company within a Period of 6 months from the date on which paid up share capital or turnover exceeds threshold Limit.
Important Note: The OPC shall within a period of 60 days from the date of applicability of above provisions, give the notice to the Registrar in Form INC 5 informing that it has ceased to be an OPC.
Relaxations Available to OPC
In short requirement of minimum no of Board meeting shall not apply to OPC.
Exclusive Section for OPC – section 193 of Companies Act 2013
Can a OPC enter into a Contract with sole member of the Company who is also the Director of the Company?
Yes, as per Section 192 of Companies Act 2013, OPC limited by shares or by guarantee enters into a Contract with the sole member of the Company who is also the Director of the Company subject to certain conditions :
1. The Contract in writing shall ensure that terms of Contracts are mentioned in MOA of Company
Terms of Contract shall be recorded in the First Board Meeting of the Company held next after entering into the Contract.
Important Note: Nothing in this sub section shall apply to Contracts entered into by the Company in the Ordinary Course of business.
2. The Company shall inform the Registrar about every Contract entered into by the Company and recorded in the minutes of the meeting of its Board within a period of 15 days from date of approval by the Board of Directors.