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ONE PERSON COMPANY

One Person Company (OPC) Registration in India for Solo Founders

An OPC gives one founder a company with limited liability and no second shareholder. We handle the name, nominee consent, SPICe+ filing, PAN and TAN in about 8 to 10 working days.

  • 1member, an Indian citizen
  • 1nominee who is also an Indian citizen
  • 8 to 10working days to incorporation
Your OPC track

One Person Company

Name reservedSPICe+ Part A · 48 working hours
Nominee consent signedINC-3 · with the incorporation documents
Company incorporatedCertificate · CIN · PAN · TAN
A clear process. An accountable team.

WHAT YOU GET

A company for one founder, set up without a borrowed shareholder

Many solo founders add a relative as a second shareholder only to meet the two person rule. An OPC removes that need. The nominee takes over only if the member dies or cannot act.

Name and objects

Name search against companies, LLPs and trade marks, and business objects that match what you will do.

Member and nominee

Digital signatures, the nominee’s consent in INC-3 and the director appointment.

Incorporation filing

SPICe+ with e-MOA, e-AOA and AGILE-PRO-S. The certificate arrives with the CIN, PAN and TAN.

REQUIREMENTS AT A GLANCE

Who can form an OPC

These rules come from section 3 of the Companies Act, 2013 and rule 3 of the incorporation rules, as amended in April 2021. Checked 25 Sep 2026.

RequirementThe ruleIn practice
MemberOne natural person who is an Indian citizen, resident or not.NRIs can form an OPC. Foreign nationals and companies cannot.
NomineeOne Indian citizen who consents in Form INC-3.The nominee can be changed later by filing INC-4.
DirectorsAt least one, and up to 15.The member is usually the first director.
Limit per personA person can be a member of only one OPC.The same limit applies to being a nominee.
Capital and turnoverNo minimum, and no forced conversion since April 2021.You can convert to a Private Limited company when you add a shareholder.
Restricted activityCannot carry on non banking financial investment activity.Cannot be formed or converted into a Section 8 company.

HOW WE WORK

From name to certificate in four stages

Our standard timings for a founder in India. NRIs add the time for apostille in their country of residence.

01

Agree the name and structure

We confirm the business activity, the nominee, the capital and the registered office, then run the name checks.

02

Reserve the name in 48 working hours

We file SPICe+ Part A with two name choices. The name must end with (OPC) Private Limited.

03

Draft and sign in 36 working hours

We issue the digital signatures and prepare the e-MOA, e-AOA, nominee consent and declarations.

04

Incorporate in 96 to 120 hours after filing

We file SPICe+ Part B with AGILE-PRO-S. The certificate arrives with the CIN, PAN and TAN.

DOCUMENT CHECKLIST

Documents we need from you

Member and director

  • PAN card
  • Aadhaar or passport
  • A bank statement or utility bill under two months old
  • A recent photograph
  • Email and mobile number for the signature OTP

Nominee

  • PAN card
  • Aadhaar or passport
  • Address proof under two months old
  • Signed consent in INC-3

Registered office

  • Rent agreement or proof of ownership
  • Utility bill under two months old
  • No objection letter from the owner

AFTER INCORPORATION

Annual compliance for an OPC

An OPC has lighter rules than a Private Limited company. It does not hold an annual general meeting, and it files a cash flow statement only when the law requires one.

ObligationWhen it is dueForm or record
First auditor appointedWithin 30 days of incorporationBoard resolution and auditor consent
Commencement of business declaredWithin 180 days, after the capital reaches the company bank accountINC-20A
Board meetingsAt least one in each half of the calendar year, 90 days apart. Not needed with a sole director.Minutes
Financial statements filedWithin 180 days of the end of the financial yearAOC-4
Annual return filedWithin 60 days of the date the AGM would have been dueMGT-7A
Company income tax return31 October, or 30 November where transfer pricing appliesITR-6
Director KYCOnce every three financial years, by 30 JuneDIR-3 KYC

BUILD THE RIGHT ENGAGEMENT

Scope and fees

For NRI founders

Since April 2021 an NRI can form an OPC, and the residency rule for the member is gone. You still need an Indian citizen as nominee.

Documents are apostilled in the country where you live. Money sent from abroad for shares is reported to the RBI where it counts as foreign investment.

When to choose something else

If you plan to bring in a co founder or investor soon, start as a Private Limited company. Conversion is possible but adds a filing.

Foreign nationals cannot form an OPC. They should look at a Private Limited company or a foreign subsidiary.

How we scope the fee

Our professional fee is fixed in writing before we start. Government fees and stamp duty are shown separately, at cost.

The fee depends on where the member and nominee live and whether you want the first year compliance calendar included.

YOUR QUESTIONS

One Person Company questions

Clear expectations make a better engagement.

Who can register a One Person Company?

One Indian citizen, whether resident in India or not. Foreign nationals and companies cannot form an OPC.

Can an NRI register an OPC?

Yes. The April 2021 amendment allowed NRIs to form an OPC and removed the residency test for the member.

Why does an OPC need a nominee?

The nominee becomes the member if the founder dies or cannot contract. The nominee must be an Indian citizen and consents in Form INC-3.

Is there a turnover or capital limit?

Not any more. Since April 2021 an OPC is no longer forced to convert when it crosses a capital or turnover level.

How long does OPC registration take?

About 8 to 10 working days from name application to the certificate, for a founder in India.

Can I convert my OPC into a Private Limited company?

Yes, at any time. You add at least one more member and director and file the conversion with the ROC.

What are the annual filings?

AOC-4 within 180 days of the year end, MGT-7A, the income tax return and director KYC. The accounts must be audited every year.

THE 2021 AMENDMENT

What changed for One Person Companies on 1 Apr 2021?

MCA amended the OPC rules through the Companies (Incorporation) Second Amendment Rules, 2021, notified as G.S.R. 91(E) on 1 Feb 2021. The changes took effect on 1 Apr 2021, as PIB announced on 3 Feb 2021. They opened the OPC to Indian citizens living abroad and removed the size limits.

PointBefore 1 Apr 2021From 1 Apr 2021
Who can form an OPCAn Indian citizen resident in India; NRIs could notAny natural person who is an Indian citizen, whether resident in India or otherwise
Residency period in the rule182 days120 days
Paid up capital limit₹50 lakhNone
Turnover limitAverage annual turnover of ₹2 croreNone
Forced conversion on crossing a limitYesNo longer applies
Voluntary conversion into a private or public companyOnly after a two year waitAny time, after adding members and directors
Intimation on crossing a limitINC-5Form omitted
Conversion formINC-6INC-6, modified

Sources: PIB, MCA amends One Person Companies rules, 3 Feb 2021. PIB, Budget 2021-22 measures for start ups, 5 Feb 2021. India Code list of Companies Act rules, entry for G.S.R. 91(E). Read 26 Oct 2026.

What the change means for an NRI

An Indian citizen living abroad can now be the sole member. PIB described the residency period as cut from 182 days to 120 days. Because the rule now admits Indian citizens "whether resident in India or otherwise", residence no longer decides who may form an OPC.

Citizenship still does. An OCI cardholder is a citizen of another country, so an OCI cannot be the member. Our guide for OCI cardholders covers the routes that do work, such as a Private Limited company.

NRI FOUNDERS

Does an NRI's OPC still need a director in India?

Yes. The 2021 change removed residence as a test for the member, but the Companies Act still asks every company for one resident director. Under section 149(3), that director stays in India for at least 182 days in the financial year. The rule applies to an OPC as much as to a Private Limited company.

An NRI who is the sole director and lives abroad does not meet the test. The fix is a second director who lives in India, and an OPC can have up to 15 directors. Missing the rule costs the company ₹50,000 plus ₹500 a day, up to ₹3,00,000, under section 172.

Money from abroad for the shares

How the NRI pays for the shares decides the FEMA treatment. Under paragraph 9.1.15 of the RBI Master Direction on Foreign Investment, NRI money on a non repatriation basis is deemed domestic investment. Investment on a repatriation basis is foreign investment, and the company reports the allotment in FC-GPR within 30 days.

Decide the basis before the money moves, because it sets the reporting that follows. Our FC-GPR filing guide and resident director guide cover both points in detail.

WHO PROVIDES WHAT

Which documents do the member, nominee and directors provide?

The document lists on this page name what we need. This table adds the format and what changes when the member or nominee lives abroad.

DocumentWho provides itFormatNotes for NRIs
PANMember, nominee and each directorScanned copyNeeded for the DSC and the SPICe+ declarations.
PassportA member or nominee who lives abroadNotarised, then apostilled or consularisedA notary is enough in a Commonwealth country.
Address proof under two months oldMember, nominee and each directorScanned copy in India, attested copy abroadSame attestation route as the passport.
Consent of the nomineeNomineeINC-3, filed with SPICe+On our filings, the nominee also needs a DSC.
Photograph, email and mobile numberMember and each directorDigitalUsed for the DSC and the signing OTP.
MoA and AoAMemberINC-33 and INC-34, signed with a DSCThe name must end with (OPC) Private Limited.
Rent agreement or ownership proof, utility bill and owner's no objection letterOwner of the registered officeScanned copiesThe office must be in India even when the member lives abroad.

Sources: MCA SPICe+ FAQs, questions 31, 41 and 50. Krystal7 filing records. Read 26 Oct 2026.

For documents signed abroad, MCA's SPICe+ FAQs accept a notary in a Commonwealth country. A Hague Convention country uses notarisation plus apostille, and other countries add authentication by the Indian embassy. On our filings, the UAE uses MOFA attestation and consularisation, and a German apostille has not worked for incorporation.

For Commonwealth founders, simple notarisation has worked on our filings. DSC issuers have issued the DSC on the notarised copy.

STEP BY STEP

How does OPC registration run, and how long does each step take?

The four stage summary on this page shows the order. This table adds the forms and the times on our filings as restated in Oct 2026. A member and nominee who both live in India skip the attestation step.

StepForm and portalWho actsTime on our filings
Name reservationSPICe+ Part A or RUN on the MCA portal, ₹1,000Krystal7 files, MCA approves48 working hours
Drafting of the MoA, AoA, nominee consent and declarationsINC-33, INC-34, INC-3 and INC-9Krystal736 working hours after your documents arrive
Notarisation and apostille, for a member or nominee abroadHome country notary and apostille authorityYouAbout 4 to 5 business days
Incorporation filingSPICe+ Part B with AGILE-PRO-SKrystal7Within 24 working hours of receiving the apostilled documents
ApprovalCertificate of incorporation with CIN, PAN and TANMCA Central Registration CentreA further 96 to 120 hours
Bank accountOpened on the AGILE-PRO-S requestThe bankAbout 30 calendar days after incorporation
Commencement of businessINC-20AThe director, through Krystal7Within 180 days of incorporation

Sources: Krystal7 incorporation timeline, restated Oct 2026. MCA SPICe+ FAQs, questions 6, 41 and 65. Read 26 Oct 2026.

MCA holds a Part A name for 20 days and allows two resubmissions to cure defects. SPICe+ also registers the OPC with EPFO and ESIC, which MCA makes mandatory for all new companies. Our SPICe+ form guide covers the Part B fields in detail.

GOVERNMENT FEES

What are the government fees for registering an OPC?

An OPC pays the same four government charges as any new company. They are the name fee, the MCA registration fee, PAN and TAN, and state stamp duty. MCA charges no registration fee for any incorporation with authorised capital up to ₹15 lakh, under G.S.R. 180(E) of 6 Mar 2019.

ChargeAmountNotes
Name reservation₹1,000MCA fee per application.
MCA registration feeNil up to ₹15 lakh authorised capitalAbove that, the Table of Fees charges on the whole capital.
PAN and TAN₹143Paid on one consolidated SPICe+ challan.
Stamp dutySet by the state of the registered officeOn our 2026 challans for ₹15 lakh capital: ₹195 in Haryana and ₹2,460 in Delhi.
Krystal7 professional feeQuoted in writing within 48 hours of a scoping callGovernment fees shown at cost, with no markup.

Sources: MCA Table of Fees, 2014. MCA note on G.S.R. 180(E) of 6 Mar 2019. Krystal7 SPICe+ challans paid 14 Aug 2026 and 15 Oct 2026, both for Private Limited companies. Read 26 Oct 2026.

Delhi charges AoA stamp duty at 0.15 percent of authorised capital, so the state matters more as capital rises. Pick the capital you will use in the first year. The company registration cost calculator compares states, and the authorised capital fee calculator shows the MCA fee above ₹15 lakh.

WHEN YOU GROW

How does an OPC become a Private Limited or public company?

Since 1 Apr 2021, an OPC can convert into a private or public company at any time. There is no two year wait, and crossing a capital or turnover level no longer forces the change. The OPC first raises its members and directors to the minimum for the new form.

RequirementInto a Private Limited companyInto a public company
MembersAt least 2At least 7
DirectorsAt least 2At least 3
NameDrops (OPC) and ends with Private LimitedEnds with Limited
Form filed with MCAINC-6INC-6
Resident directorOne director stays in India 182 days in the financial yearSame

Sources: PIB, MCA amends One Person Companies rules, 3 Feb 2021. Companies Act, 2013, sections 3 and 149. Read 26 Oct 2026.

Conversion is the route when you take on an investor or co founder, because an OPC has one member by definition. Shares later issued to a non resident in the converted company follow the FC-GPR deadline of 30 days from allotment.

MISSED DEADLINES

What does it cost an OPC to miss a filing?

An OPC has fewer filings, but the penalties for the filings it does have match those for other companies. These amounts come from MCA's penalty list of 6 May 2024.

DefaultSectionCompanyOfficer in default
INC-20A not filed10A(2)₹50,000₹1,000 a day, up to ₹1,00,000
No registered office maintained12(8)₹1,000 a day, up to ₹1,00,000₹1,000 a day, up to ₹1,00,000
Resident director rule not met172₹50,000 plus ₹500 a day, up to ₹3,00,000₹50,000 plus ₹500 a day, up to ₹1,00,000
Share certificate and transfer rules breached56(6)₹50,000₹50,000
AOC-4 late, due within 180 days of the year end for an OPC137(3)₹10,000 plus ₹100 a day, up to ₹2,00,000₹10,000 plus ₹100 a day, up to ₹50,000
MGT-7A late92(5)₹10,000 plus ₹100 a day, up to ₹2,00,000₹10,000 plus ₹100 a day, up to ₹50,000
Board's report not compliant134(8)₹3,00,000₹50,000

Source: MCA, Penalties and Offences under the Companies Act, 2013, 6 May 2024. Read 26 Oct 2026.

In an OPC, the officer in default is often the founder, who is usually also the director. A company that stops filing also risks strike off, and our compliance rescue service handles revival. The AOC-4 and MGT-7 guide covers the annual forms.

CHOOSE A STRUCTURE

OPC or Private Limited company, which suits a solo founder?

The note on when to choose something else gives our short view. This table puts the two forms side by side on the rules that differ.

PointOne Person CompanyPrivate Limited company
Members1, an Indian citizen2 to 200, of any nationality within the FDI rules
NomineeRequired, with consent in INC-3Not required
DirectorsAt least 1, up to 15At least 2
Resident directorOne director, 182 days in the financial yearSame
Annual general meetingNot heldRequired
Board meetingsOne in each half of the calendar year, 90 days apart, and none with a sole directorFirst within 30 days, then four a year, or two for a small company
Financial statementsAOC-4 within 180 days of the year endAOC-4 within 30 days of the AGM
Annual returnMGT-7AMGT-7, or MGT-7A for a small company
Bringing in an investorConvert firstIssue shares directly
Foreign investorsCannot be membersUp to 100% in most sectors under the automatic route

Sources: Companies Act, 2013, sections 2(62), 2(68), 3, 96, 137, 149 and 173. PIB, MCA amends One Person Companies rules, 3 Feb 2021. RBI Master Direction on Foreign Investment, paragraph 5.2.3. Read 26 Oct 2026.

OUR EXPERIENCE

Which mistakes do we see on OPC filings?

Most OPC problems trace back to the 2021 change being read as wider than it is. These are the ones we see.

  1. Assuming the 2021 change removed every residence rule. Fix: the member's residence no longer matters, but one director must still stay in India for 182 days. Appoint a resident second director if you live abroad.
  2. Naming an OCI cardholder as member or nominee. Fix: both must be Indian citizens. Choose a nominee who holds Indian citizenship, or form a Private Limited company.
  3. Forgetting the nominee's DSC. Fix: on our filings the nominee needs a DSC, so collect the nominee's documents with the member's.
  4. Picking a nominee who already serves another OPC. Fix: a person can be the nominee of only one OPC, so check before the INC-3 is signed.
  5. Sending share money from abroad without deciding the basis. Fix: non repatriation money is deemed domestic investment, while repatriation money needs FC-GPR within 30 days of allotment.
  6. Working to the Private Limited AOC-4 date. Fix: an OPC files AOC-4 within 180 days of the year end. For a 31 March year end, that is 27 September.
  7. Treating INC-20A as optional for a one person business. Fix: it applies to an OPC with share capital, within 180 days of incorporation, and a miss costs the company ₹50,000.

Our INC-20A guide explains the declaration and the order of the bank account and share money.

More questions

More questions clients ask us

Can an OCI cardholder form an OPC?

No. The OPC rules admit only an Indian citizen as the member, and an OCI cardholder is a citizen of another country. An OCI can hold shares in a Private Limited company instead, within the FEMA rules.

What is the 120 day rule for OPCs?

It is the residency period in the OPC rule, which PIB described as cut from 182 days to 120 days from 1 Apr 2021. Because the rule now admits Indian citizens whether resident in India or otherwise, it no longer decides who may form an OPC. The separate 182 day test for one director under section 149(3) still applies.

Does an NRI's OPC need a director who lives in India?

Yes. Every company needs one director who stays in India for at least 182 days in the financial year. An NRI founder abroad appoints a second director who lives in India, or the company risks ₹50,000 plus ₹500 a day under section 172.

Does the OPC nominee need a digital signature?

Yes, on our filings the nominee needs a DSC. The nominee also gives written consent in INC-3, which goes in with SPICe+.

What are the government fees to register an OPC?

With authorised capital up to ₹15 lakh, the MCA registration fee is nil. You pay ₹1,000 for the name, ₹143 for PAN and TAN, and stamp duty set by the state of the registered office.

Can an NRI pay for OPC shares from abroad?

Yes. Money invested on a non repatriation basis is deemed domestic investment under the RBI Master Direction. Money invested on a repatriation basis is foreign investment, and the company reports the allotment in FC-GPR within 30 days.

Can an OPC take on an investor?

Not while it stays an OPC, because it has one member by definition. It converts into a Private Limited company first, and since 1 Apr 2021 it can do so at any time by filing INC-6.

When is an OPC's AOC-4 due for a 31 March year end?

By 27 September. An OPC files AOC-4 within 180 days of the end of the financial year, because it holds no annual general meeting. A late filing costs ₹10,000 plus ₹100 a day under section 137(3), up to ₹2,00,000.

Can an OPC register for GST and hire staff?

Yes. SPICe+ registers every new company with EPFO and ESIC, and GSTIN is available on request through AGILE-PRO-S. An OPC can employ staff like any other company.

Why choose us

Why clients choose Krystal7 Consultants for One Person Company registration

Six things you can check before you sign, and hold us to after.

A Chartered Accountant signs off

Filings go out through our Chartered Accountant practice, led by CA Nandini Hasija, All India Rank 49, ICAI.

A reply within 4 business hours

The team is online from 9:30 AM to 11:59 PM IST, which covers the working day in the UK and the UAE, the afternoon in Singapore and the morning in the US.

The fee is fixed before work starts

You see the professional fee in writing first. Government fees are passed on at cost.

Both sides of the border, one team

Company law, FEMA and RBI reporting, tax and transfer pricing sit with the same advisers.

Your due dates, tracked by us

We keep the compliance calendar for your entity and tell you what is due before it is due.

500+ clients across 5 continents

More than 50 advisers on the bench when a matter needs a specialist.

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Recap Crystal Seven Consultants, especially Nandini Hassija and Nihal Srivastava, have redefined my experience with compliance management. From professionalism to problem-solving, they delivered trust, accuracy, and peace of mind—qualities rare in this industry. Detailed Review When Nandini first called me from Crystal Seven Consultants, I’ll admit I was hesitant. In the compliance and consultancy space, it’s common to see aggressive sales tactics with little to no delivery. But Nandini immediately broke that stereotype with her professionalism, clear communication, and genuine approach. She personally assisted me with something as important as a resignation process, ensuring it was handled responsibly and without stress. Later, Nihal stepped in and impressed me with his technical expertise and eye for detail. He uncovered a serious compliance error (a mug-up) created by my previous consultant—something that could have been risky and damaging for my company. The way Nihal managed this issue with care, accuracy, and professionalism gave me full confidence that my compliance matters were finally in safe hands. Today, I rest assured knowing that Daxy’s compliances are being managed with integrity, precision, and accountability. Both Nandini and Nihal have shown me that this industry can, in fact, be built on trust, transparency, and delivery. I genuinely recommend Crystal Seven Consultants to any business owner who wants their legal, financial, and compliance matters handled not just properly—but with care, reliability, and genuine expertise.

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