One Person Company (OPC) Registration in India — Complete Step-by-Step Guide (2025)
A Smart Choice for Solo Entrepreneurs — decode eligibility, process, costs, compliance and strategic benefits with RegistrationMART.
India’s business ecosystem has increasingly empowered solo entrepreneurs through the legal framework of the One Person Company (OPC) — a structure introduced under the Companies Act, 2013 to bridge the gap between sole proprietorships and private limited companies. OPCs offer the ease of single ownership with limited liability, separate legal identity, and regulatory benefits.
For over a decade, RegistrationMART has helped thousands of individual entrepreneurs incorporate OPCs seamlessly, ensuring complete compliance with Ministry of Corporate Affairs (MCA) norms. In this article, we’ll decode everything you need to know about OPC registration in India: eligibility, process, cost, legal compliance, and strategic benefits.
What is a One Person Company (OPC)?
As per Section 2(62) of the Companies Act, 2013:
“One Person Company means a company which has only one person as a member.”
An OPC is effectively a Private Company with just one shareholder and one nominee. It has all the characteristics of a private limited company but with simplified governance — ideal for startups, freelancers, consultants, and small traders.
Legal Framework for OPC in India
| Regulation | Description |
|---|---|
| Companies Act, 2013 | Governs the incorporation, management, and conversion of OPCs |
| Companies (Incorporation) Rules, 2014 — Rule 3 | Details eligibility and limitations for OPCs |
| Income Tax Act, 1961 | Taxation rules applicable to OPC |
| GST Act, 2017 | GST registration may apply depending on turnover |
Who Should Register an OPC?
- Solo entrepreneurs wanting corporate status
- Professionals (CS, CA, lawyers, architects, doctors)
- Traders and eCommerce sellers
- Freelancers and consultants
- Startups testing product–market fit
Eligibility Criteria for OPC Registration
| Criteria | Requirements |
|---|---|
| Director & Shareholder | Only one person (natural individual, Indian citizen, resident in India) |
| Nominee | One individual (same eligibility as above) must be appointed |
| Capital | No minimum paid-up capital required (can start with ₹1) |
| Name | Must end with “(OPC) Private Limited” |
| Activity | Should not engage in NBFC, insurance, or investment activities |
Documents Required for OPC Registration
From the Sole Owner & Nominee:
- PAN Card
- Aadhaar Card
- Address Proof (bank statement, utility bill)
- Passport-size photo
- Email & Mobile number
For Registered Office:
- Rent Agreement / Ownership Proof
- Utility Bill (not older than 2 months)
- NOC from property owner
Step-by-Step OPC Registration Process (2025)
- Obtain Digital Signature Certificate (DSC) for the promoter.
- Apply for name approval using RUN or Part A of SPICe+.
- File incorporation using SPICe+ Part B, AGILE-PRO, eMoA, eAoA.
- Auto-generation of PAN, TAN, GST, PF, ESIC with SPICe+ filing where applicable.
- MCA verification and issue of Certificate of Incorporation.
Timeline: 5–7 working days (with proper documents)
Government Fee: Approximately ₹2,500–₹5,000 (depends on capital & location)
Professional Fee (through RegistrationMART): Starting ₹3,999 only
Benefits of OPC Registration
- ✅ Limited liability — personal assets are protected
- ✅ Separate legal entity — company can own assets, sue or be sued
- ✅ Corporate credibility — attracts vendors, banks, and customers
- ✅ Full control — no need for multiple directors or partners
- ✅ Easy conversion — can convert to Pvt Ltd after growth
- ✅ No annual AGM required (for OPC-specific rules as per Companies Act)
Comparison: OPC vs Proprietorship vs Private Ltd
| Feature | Proprietorship | OPC | Private Ltd |
|---|---|---|---|
| Legal Status | Not separate | Separate | Separate |
| Liability | Unlimited | Limited | Limited |
| Members | 1 | 1 (+ nominee) | 2–200 |
| Taxation | Individual slab | Flat 25% | Flat 25% |
| Compliance | Low | Moderate | High |
Post-Incorporation Compliance for OPC
After registration, an OPC must comply with:
- Open a Current Bank Account in the company name
- Maintain bookkeeping and accounting
- Annual ROC Filings (AOC-4 & MGT-7A)
- Conduct board meetings (at least one every 6 months)
- File ITR (Form ITR-6) under the Income Tax Act
- GST filings (if applicable)
- TDS compliance, PF, ESIC if employees are hired
Restrictions on OPCs
- Cannot carry out NBFC or investment activities
- Cannot convert to Section 8 Company
- Cannot issue ESOPs or raise VC funding directly
- Can convert into Private/Public Company only after 2 years or if thresholds are crossed:
- Paid-up capital > ₹50 lakhs
- Turnover > ₹2 crore in any financial year
Strategic Tips from RegistrationMART Experts
- Appoint a nominee who is legally capable and available.
- Choose a name that aligns with your brand and is legally acceptable.
- Maintain clean accounting from day one to ease compliance.
- Plan conversion to Pvt Ltd early if you’re raising funds or scaling fast.
- Let a professional firm like RegistrationMART handle the end-to-end process and compliance for peace of mind.
Why Choose RegistrationMART?
With 10+ years of domain expertise, RegistrationMART is trusted by over 5,000+ startups and professionals for seamless business incorporation and legal compliance. Our in-house team of Company Secretaries, Chartered Accountants, and Legal Experts ensures that your OPC registration is smooth, affordable, and fully compliant with Indian laws.
Conclusion — Empower Your Solo Venture the Right Way
If you’re a solopreneur dreaming of building a credible, scalable business, OPC is your launchpad. It protects your liability, builds trust with stakeholders, and keeps governance simple. However, the legal documentation, compliance timelines, and MCA requirements can be complex.
Let RegistrationMART be your legal partner in this journey. Start your OPC registration today and take your first step toward building an enterprise that lasts.
