Home / Private Limited to One Person Company (OPC)

Updated on 31 Jan 2023  9.00 AM IST | 4 min read

One Person Company (OPC) Definition

One person company is a new concept introduced in India which is owned and managed by a single entrepreneur whereas in case of private limited company, two or more persons are needed to incorporate a private limited company. A nominee must be registered in case of OPC at the time of registration in form INC-3. The proposed director must have DIN & DSC and he/she should be a citizen of India. There is no need to change the office location of the previous private limited company.

Many persons now days transferring their private limited company into one Person Company. For making conversion from private limited company into one Person Company (OPC), the private limited company must have total paid up capital of Rs.50 Lakhs or its annual average turnover in previous 3 financial years must be Rs.2 crores. OPC also needs a nominee director so that responsibility can be transferred to the nominee director, if the director of the company is unable to manage its business operations. An alteration is also needed to be done in MOA & AOA of the company.

What Is Included In Our Package?

Eligibility Consultation

Document Preparation

Application Drafting

Government Fees

Requirements for Converting Private Limited Company into OPC

  1. As per section 8 of the company’s act 2013, private limited company should have share capital of Rs.50 Lakhs or annual average turnover of Rs.2 crores in the last three financial years in order to convert their company into OPC.
  2. The conversion should BE in accordance with the rule 7 of companies (incorporation) Rules, 2014.
  3. The company should take permission in writing from the existing members as well as creditors at the time of passing a special resolution in the general meeting. The existing members & creditors must have no objection in converting private limited company into OPC.
  4. For converting a private limited company into an OPC, the company is required to file special resolution with registrar of companies after getting approval from shareholders. Therefore, FORM MGT-14 should be filed along with the documents within 30 days of passing of special resolution with ROC.

Benefits of OPC

There are many benefits of using the new payroll system –

  • Less cost
  • Limited liability
  • Legal status
  • Corporate identity
  • Quick decision making
  • Easy bank operation
  • Flexibility in management
  • Tax burden reduction
  • Less compliances

Procedure Of Converting Private Company Into One Person Company (OPC)

  • Board meeting - In the first step, conduct a board meeting to get in-principal approval of directors to convert private company into one Person Company. Board meeting is held to discuss about the following –
    1. Fixing of date, time & place of EGM in order to get approval from shareholders by passing special resolution to convert private limited company into OPC.
    2. Approving EGM notice along with agenda & explanatory statement.
    3. Authorizing the director or company secretary to issue EGM notice after getting the approval from board.
  • General meeting notice – As per provision of section 10 of the companies act 2013, EGM notice is issued in writing 21 days before the meeting to the following persons mentioned below –
    1. All members
    2. All directors
    3. Company auditors
  • Conduct a general meeting – A general meeting is conducted to pass the special resolution by getting shareholders’ approval to convert private company into a one person company (OPC).
  • Form filing with ROC – In this step, E-form MGT-14 is to be filed with ROC within 30 days of passing of special resolution in the extra ordinary general meeting (EGM). In addition to form MGT-14, following attachments are to be filed along with E-form MGT-14 –
    1. Certified copy of special resolution
    2. Altered MOA
    3. Altered AOA
    4. Certified copy of board resolution (Optional attachment)
    5. EGM notice along with copy of explanatory statement
  • Filing form INC-6 - In addition to E-form MGT-14, E-form INC-6 is also needed to be filed along with the prescribed fees to the concerned ROC to convert private company into an OPC. The following attachments filed with E-form INC-6 are mentioned below –
    1. List of members
    2. List of creditors
    3. NOC from members & creditors
    4. Copy of no objection letter from creditors
    5. The latest audited P&L account as well as balance sheet.
  • Issuing of conversion certificate - After filing all the documents to ROC with the prescribed fees to convert private limited company to OPC, the concerned ROC will verify the form as well as the attached documents. After properly verifying all the documents and finding it satisfactory, ROC finally issues the certificate to convert private limited company to OPC.

FAQ’S about Converting Private Company Into One Person Company (OPC)

One person company is a company owned and managed by a single individual.
A person can become a member in only one OPC.
Form INC should be filed within –
  1. 30 days in case of voluntary conversion
  2. 6 months in case of mandatory conversion
An OPC can be mandatorily converted into private limited company if Paid up share capital of the proposed private limited company exceeds Rs.50 lakhs and annual average turnover of the company exceeds Rs.2 crores.
MEET US

What Clients Say

Customer delight is our main goal and we are very serious about it.
Prakash Verma

Prakash Verma

“Finacbooks.com is a perfect example of a great customer service dealing with the best of accountancy services.“
Prakash Verma Signature
Praveen Chauhan

Praveen Chauhan

“They offered us good quality services in a least possible time at a best Price.“
Praveen Chauhan Signature
Pradeep Kochhar

Pradeep Kochhar

“Finacbooks.com is a trusted network of highly qualified accounting professionals who not only provided us quality accountancy services but also supported us by answering our each & every query on time without any delay. “
Pradeep Kochhar Signature
Informational, useful and resourceful

Blogs

Catch up our trending topics, news etc. in a simple, detailed and most professional way.
How to find a real estate lawyer in India?

How to find a real estate lawyer in India?

01 Sep, 2022

In India, buying and selling real estate is complicated and requires a tonne of paperwork. With the implementation of new real estate rules... Read More

Impact of GST on Real Estate Sector in Indian

Impact of GST on Real Estate Sector in Indian

23 Aug, 2022

GST has had a huge impact on dealers and taxpayers because of its strict compliance  requirements and it has become mandatory to pay... Read More

Do Freelancers Have To Pay Tax in India?

Do Freelancers Have To Pay Tax in India?

29 Jul, 2022

People are opting to work as independent contractors because it has given them the freedom to explore other passions, or maybe just get... Read More

Latest News & Updates

View More

Due Dates

  • Due date for deposit of Tax deducted/collected for the month of December, 2022. However, all the sum deducted/collected by an office of the government shall be paid to the credit of the Central Government on the same day where tax is paid without production of an Income-tax Challan

     Jan 07th ,2023

  • Due date for deposit of TDS for the period October 2022 to December 2022 when Assessing Officer has permitted quarterly deposit of TDS under 192, 194A, 194D or 194H

     Jan 07th ,2023

  • Due date for issue of TDS Certificate for tax deducted under section 194-IA in the month of November, 2022

     Jan 14th ,2023

  • Due date for issue of TDS Certificate for tax deducted under section 194-IB in the month of November, 2022

     Jan 14th ,2023

  • Due date for issue of TDS Certificate for tax deducted under section 194M in the month of November, 2022

     Jan 14th ,2023

  • Due date for furnishing of Form 24G by an office of the Government where TDS/TCS for the month of December, 2022 has been paid without the production of a challan?

     Jan 15th ,2023
View More