How to Register a One Person Company

Posted by Enter-Slice on July 17th, 2018

The Company Act 2013 introduced a new type of company – it is called the One Person Company which can have only 1 director to be incorporated as a company. Earlier there was either the Private Company that required minimum 2 directors and members to start operating or the Public Company that needed 3 directors and 7 members to begin operations.

Registering a One Person Company (OPC) involves procuring the following documents: -

   A.The Digital Signature Certificate (DSC) – the DSC helps in performing all online related activities like e-filing of Income Tax, sending electronic invoices etc. It is mandatory to get the DSC before registration of a company. In order to get the certificate, the documents required are: -
•    Proof of residence
•    Aadhaar card
•    PAN card
•    The director’s photo
•    Email id
•    Contact number

  B. Approval of the company Name from MCA – this can be applied online at the website of the Ministry of Corporate Affairs (MCA) or by manual filling and submission of Form SPICe 32.
Earlier the applicant was also required to apply for the Director Identification Number beforehand – in order to be identified as a director of a company, it is an eight-digit Unique Id. Since the DIN is person-specific, hence the same DIN can be used by the person when he becomes the director of another company. To get this number the director needs to submit his name and address proof.  However, earlier this year it was notified that DIN will also be allotted with the SPICe application.

Once the above-mentioned requirements have been applied and procured, the next 6 documents need to be prepared.

a.    The Memorandum of Association (MoA) that detail out the name of the company, registered address of the business, the object to be pursued by the incorporated company and matters that are vital for furtherance of the objects mentioned, the liability of the members, authorized share capital of the company, number of shares and value of each share.

b.    Article of Association (AoA) that details out the procedures of transfer of shares; capitalization of profits; buy-back of shares; general meetings; voting rights, adjournment of meetings, Board of Directors and the proceedings of the Board; appointment of the chief executive officer or company secretary, the Seal, Dividends and Reserve; Accounts; Winding up; Indemnity etc.

c.    Details of a nominee who would be responsible for running the business in case the director is incapacitated or dies.

d.    Proof of the registered office and ownership

e.    Affidavit and consent of the Director

f.    A declaration related to compliance with all statutory registrations and licenses.
These documents along with the SPICe Form are then uploaded onto the website of MCA for approval and processing.

Once the details are all verified, the Registrar of Companies will issue the Certificate of Incorporation. Once the certificate is received, the director can proceed with applying for the other mandatory licenses and start operations.

It is better to seek expert assistance for registering an OPC as per the specified norms and rules of the Ministry of Corporate Affairs.

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Joined: July 4th, 2018
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