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.
| Point | Before 1 Apr 2021 | From 1 Apr 2021 |
|---|
| Who can form an OPC | An Indian citizen resident in India; NRIs could not | Any natural person who is an Indian citizen, whether resident in India or otherwise |
| Residency period in the rule | 182 days | 120 days |
| Paid up capital limit | ₹50 lakh | None |
| Turnover limit | Average annual turnover of ₹2 crore | None |
| Forced conversion on crossing a limit | Yes | No longer applies |
| Voluntary conversion into a private or public company | Only after a two year wait | Any time, after adding members and directors |
| Intimation on crossing a limit | INC-5 | Form omitted |
| Conversion form | INC-6 | INC-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.