OPC (One Person Company) Registration — Complete Guide 2026
Updated: 3 June 2026 | MCA SPICe+ Form | 5–7 Working Days | No Min. Capital
A One Person Company (OPC) allows a single Indian resident individual to own and run a company with full limited liability protection. Register via the MCA portal using the SPICe+ form. Requirements: 1 director + 1 nominee (both Indian residents), DIN, DSC, PAN. No minimum capital required. Government fee starts at ₹500. Conversion to Private Limited Company is mandatory when turnover exceeds ₹2 crore or paid-up capital exceeds ₹50 lakh.
OPC
Single founder, limited liability. Only Indian resident individuals can incorporate OPC. Conversion to Pvt Ltd required if turnover exceeds ₹2 Cr.
Government fee from ₹500. Certificate of Incorporation in 5–7 working days via MCA SPICe+.
Government fee from ₹500. Certificate of Incorporation in 5–7 working days via MCA SPICe+.
Eligibility to Incorporate an OPC
| Criterion | Requirement |
|---|---|
| Who can incorporate | Only natural persons (individuals) — not companies, LLPs, or trusts |
| Citizenship & residency | Must be an Indian citizen and resident (182+ days in India in the preceding calendar year) |
| Multiple OPCs | One person cannot incorporate more than 1 OPC at a time |
| Age | Must not be a minor (below 18 years of age) |
| Nominee | A nominee (another Indian resident individual) is mandatory — becomes member on death/incapacity of sole member |
Government Registration Fee (Based on Authorized Capital)
| Authorized Capital | Government Fee |
|---|---|
| Up to ₹1,00,000 | ₹500 |
| ₹1,00,001 – ₹5,00,000 | ₹2,000 |
| ₹5,00,001 – ₹10,00,000 | ₹4,000 |
| ₹10,00,001 – ₹50,00,000 | ₹10,000 |
| ₹50,00,001 – ₹1,00,00,000 | ₹25,000 |
| Above ₹1 crore | ₹40,000 + ₹2,000 per ₹10L above ₹1 crore |
State stamp duty on MOA/AOA is additional and varies by state. DSC cost (₹1,000–₹2,000) is separate. Professional CA/CS fees are separate.
How to Register an OPC — Step by Step
- Obtain DIN (Director Identification Number): DIN is allotted automatically through the SPICe+ integrated form — no separate DIN application is required for first-time directors.
- Get Digital Signature Certificate (DSC): Class 3 DSC is mandatory for the sole director to sign e-forms. DSC takes 1–2 days from authorized providers.
- Reserve company name via RUN form: File the Reserve Unique Name (RUN) application on the MCA portal with up to 2 proposed company names. Approved names are valid for 20 days.
- Prepare MOA, AOA, and nominee consent (INC-3): Memorandum of Association defines business objectives; Articles of Association govern internal rules. Form INC-3 is nominee's written consent.
- File SPICe+ form on MCA portal: Integrated form covering OPC incorporation, DIN allotment, PAN, TAN, GST (optional), ESIC and EPFO registration simultaneously.
- Pay government fee and stamp duty: Pay fee based on authorized capital. Stamp duty on MOA/AOA varies by state (₹0 in many states).
- Certificate of Incorporation issued (5–7 working days): On MCA approval, the Certificate of Incorporation with CIN is issued digitally. The company is legally registered from this date.
- Post-incorporation — PAN, TAN, bank account, GST: PAN and TAN are issued with Certificate of Incorporation via SPICe+. Open a current bank account. Apply for GST if turnover is likely to exceed the threshold.
Documents Required
Director: PAN card, Aadhaar card, passport-size photograph, address proof (utility bill or bank statement not older than 2 months) •
Nominee: PAN card, Aadhaar card, address proof, signed Form INC-3 consent •
Registered Office: If rented — rent agreement + NOC from owner + utility bill. If owned — utility bill in owner's name + NOC.
OPC vs Sole Proprietorship vs Private Limited Company
| Feature | OPC | Sole Proprietorship | Pvt Ltd |
|---|---|---|---|
| Limited liability | Yes | No | Yes |
| Separate legal entity | Yes | No | Yes |
| Members allowed | 1 | 1 | 2–200 |
| Fundraising ability | Limited | Nil | Best |
| Annual compliance burden | Medium | Low | High |
| Statutory audit required | Yes (if T/O > ₹1 Cr) | No | Yes (always) |
| Bank credit perception | Good | Low | Best |
Frequently Asked Questions
What is the minimum capital required for OPC?
There is no minimum capital requirement for a One Person Company. You can start with ₹10,000 or even ₹1,000 authorized capital. The government registration fee is based on authorized capital — starting at ₹500 for authorized capital up to ₹1 lakh.
Can a foreign national register an OPC in India?
No. Only Indian citizens who are residents (present in India for 182 or more days in the preceding calendar year) can incorporate an OPC. Foreign nationals and NRIs who do not meet the residency condition cannot incorporate an OPC.
What is the nominee's role in OPC?
The nominee becomes a member of the OPC if the sole member dies, becomes incapacitated, or resigns. The nominee does not have any rights, duties, or liability during the member's lifetime. The nominee must be an Indian citizen and resident who gives written consent in Form INC-3.
Can OPC convert to Private Limited Company?
Yes. Conversion to Private Limited Company is mandatory if turnover exceeds ₹2 crore or paid-up capital exceeds ₹50 lakh in any financial year. Voluntary conversion is also possible after 2 years of incorporation by filing Form INC-6 with MCA.
What are the annual compliance requirements for OPC?
OPC must file AOC-4 (financial statements) within 180 days of financial year-end, MGT-7A (annual return) within 60 days of AGM, DIR-3 KYC annually, and income tax return by the due date. OPC must hold at least 1 Board Meeting every half year. Compliance is simpler than a Private Limited Company.
Related Pages
Private Limited Company Registration
LLP Registration
Company Name Check
Director KYC
ROC Filing Due Dates
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