Procedure for registration of an One Person Company

Procedure for registration of an One Person Company

Meaning of One Person Company

Section 2(62) of the Companies Act, 2013 defines One Person Company as a company that has only one person as its member.
Section 3(1)(c) of the Companies Act states that even a single person can form a company for any lawful purpose. It even describes OPCs as private companies.

OPCs only have one member or shareholder and that sole member has to mention a nominee while registering a company. OPCs enjoy many privileges and are exempted under the Company Act 2013.

Procedure for Registration of One Person Company

One Person Company can be registered by following below mentioned steps prescribed by the Ministry of Corporate Affairs.

Application for Digital Signature Certificate (DSC):

The very first step in registration of One Person Company is to fill an application for a Digital Signature Certificate. It is important because all company registration processes are done digitally these days. For this, The Director of One Person Company requires documents like address proof, Aadhar Card, photography, email-id and phone number.

Application for Director Identification Number (DIN):

The Director then has to fill the SPICe Form to avail DIN. The Director also has to submit details of his name and address proof here. If the company already exists, then Form 3 has to be filled.

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Name Approval Application:

The Name of Company can be approved either by making an application in Form SPICe 32 or by using the RUN web service of the Ministry of Corporate Affairs. The Director has to give one preferred name along with his signature. The ministry will permit two proposed names with one re-submission. Once the name of the company is approved, it has to affix private limited at the end.
Ex. ABC Pvt. Ltd.

Necessary Documents

Below are the necessary documents needed for submission to Registrar of Companies ( ROC):

  • Memorandum of Association (MOA)
  • Article of Association (AOA)
  • Appointment of Nominee ( He will take charge if the Director dies or becomes incapable of performing duties)
  • A proof of Company’s registered Office.
  • Affidavit and consent of the Director.
  • A professional declaration stating that all compliances have been fulfilled.

ROC will issue a Certificate of Incorporation after all verifications and then, the business of the company can commence.

Duties of One Person Company (Post Registration)

  • It is the duty of every One Person Company to follow basic compliances.
  • One board meeting should be conducted in 6 months. (time gap between board meetings should not be less than 90 days)
  • Book of Accounts must be properly maintained.
  • Statutory Audit of Financial Statement must be followed.
  • Business Income Tax returns must be filled every 30th September.
  • Financial Statement in Form AoC-4 and ROC annual return in Form MGT 7 must be filled.

References
https://legaldocs.co.in/blog/one-person-companyopc-registration-process
https://www.toppr.com/guides/business-laws/companies-act-2013/one-person-company/

Author: Shreya Rathor,
Bharati Vidyapeeth Deemed University, Pune, Final Year

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