One Person Company Registration in India: Step-by-Step Guide

Introduction

The one person company registration process in India enables solo entrepreneurs to establish a legal business entity under the Companies Act, 2013. A One Person Company (OPC) offers limited liability and corporate status with a single member, making it ideal for small-scale businesses. This blog provides a comprehensive guide on one person company registration, detailing steps, requirements, and post-registration compliances, and explains how TaxQue streamlines the process for entrepreneurs, including those setting up in regions like Bihar with corporate offices elsewhere, such as Kolkata.

What Is One Person Company Registration?

One person company registration involves incorporating an OPC with the Ministry of Corporate Affairs (MCA) to obtain a Certificate of Incorporation and Corporate Identification Number (CIN). An OPC requires one member (shareholder) and one director (can be the same person), plus a nominee to ensure continuity. It’s suitable for solo entrepreneurs seeking credibility and limited liability without the complexity of larger companies.

1. Requirements for One Person Company Registration

Before starting the one person company registration process, ensure:

• Single Member: One shareholder (Indian resident individual).
• Director: Minimum 1 director (same as member or another individual).
• Nominee: A nominee (Indian resident) to take over in case of member’s death/incapacity.
• Capital: No minimum paid-up capital required; ₹1 lakh authorized capital recommended.
• Registered Office: Proof of address (rent agreement/utility bill) in any state (e.g., Bihar).
• Documents: PAN, Aadhaar, address proof for member, director, and nominee.
• Corporate Office: A corporate office (e.g., in Kolkata) can be used for operations but must comply with ROC filings for the registered office’s state.

2. Steps for One Person Company Registration

Here’s a detailed checklist for the one person company registration process in India:

Step 1: Obtain Digital Signature Certificate (DSC)

• The member and director (if different) need a Class 3 DSC for e-signing forms.
• Apply via certifying authorities on the MCA portal with PAN, Aadhaar, and photo (1–2 days).

Step 2: Apply for Director Identification Number (DIN)

• Apply for DIN for the director (up to 2) via SPICe+ (Form INC-32).
• Submit identity proof (Aadhaar, passport) and address proof (utility bill); DIN is issued in 1–2 days.

Step 3: Reserve Company Name

• Use SPICe+ Part A (RUN service) on the MCA portal to reserve a name ending with “(OPC) Private Limited” (e.g., “Elara Spares (OPC) Private Limited”).
• Ensure no conflicts with existing names or trademarks; approval takes 2–3 days.

Step 4: File Incorporation Forms (SPICe+ Part B)

• Submit SPICe+ Part B with:
  • Memorandum of Association (MoA) and Articles of Association (AoA).
  • Details of member, director, nominee, and registered office (e.g., in Patna, Bihar).
  • Proof of office address (rent agreement, utility bill, NOC from owner).
  • Declaration of compliance (Form INC-9).
• Attach PAN, Aadhaar, and address proofs for member, director, and nominee.
• Approval (5–7 days) yields the Certificate of Incorporation, CIN, PAN, and TAN.

Step 5: Open Bank Account and Ensure Compliances

• Open a current account using the Certificate of Incorporation, CIN, and MoA.
• Apply for GST registration on the GST portal if turnover exceeds ₹20 lakh (services) or ₹40 lakh (goods).
• A corporate office in another state (e.g., Kolkata) can handle operations but requires compliance with Bihar’s ROC for filings.

3. Post-Registration Compliances for OPC

After completing one person company registration, ensure:

• ROC Filings: File Form AOC-4 (financials) by October 30 and MGT-7A (simplified annual return for OPC) by November 29 post-AGM via the MCA portal.
• Tax Filings: Submit ITR-6 by October 31 on the Income Tax portal; GSTR-9 by December 31 (if GST-registered).
• Audits and Meetings: Statutory audit is mandatory unless turnover is below ₹40 lakh and capital below ₹50 lakh; hold 2 board meetings annually (min 90-day gap). AGM is not required for OPCs.
• Nominee Updates: File Form INC-4 if the nominee changes.
• Use TaxQue for seamless compliance management.

4. Penalties for Non-Compliance

Failing to meet post-registration compliances can lead to:

• Fines: ₹100/day for late ROC filings; ₹5,000 for late ITR; ₹200/day for GST returns.
• Director Disqualification: Barred for 3 years under Section 164.
• Company Dissolution: Struck off by ROC under Section 248.

TaxQue simplifies one person company registration and post-registration compliances with expert support for DSC, DIN, ROC, and tax filings. Visit TaxQue’s OPC registration guide or compliance services for tailored solutions.

FAQs

1. Who can start an OPC in the one person company registration process?
An Indian resident individual can start an OPC as the sole member and director.

2. Is a nominee mandatory for OPC registration?
Yes, a nominee (Indian resident) is required to ensure continuity in case of the member’s death or incapacity.

3. How long does one person company registration take?
The process, from DSC to Certificate of Incorporation, takes 10–15 days with correct documents.

4. Can an OPC have a corporate office in another state?
Yes, an OPC registered in Bihar can operate from Kolkata, but ROC filings must align with Bihar’s jurisdiction.

5. How does TaxQue assist with one person company registration?
TaxQue offers end-to-end support for DSC, DIN, name approval, and post-registration compliances. Explore TaxQue’s business compliance guide.

Conclusion

The one person company registration process empowers solo entrepreneurs in India to build a credible business with limited liability. From obtaining DSC and DIN to filing SPICe+ and ensuring post-registration compliances, each step is critical for legal operations. Platforms like TaxQue streamline one person company registration and ongoing obligations with expert tools and support. Start your OPC today, stay compliant, and grow your business confidently.