What is One Person Company (OPC)?
One person company, or OPC is a company set up with just one person as the member, which is a private company in nature.
Here, member refers to the subscriber to the Memorandum of Association (MoA), of the company. The concept aimed to promote entrepreneurship and corporatization of business.
Such a company is either limited by share or guarantee or unlimited company. However, if the company is limited by shares it has to fulfil the following requirements.
- Minimum paid-up capital of Rs. 1,00,000.
- Restriction on the right to transfer shares.
- Prohibits inviting the general public to subscribe for the shares of the company.
Characteristics of One Person Company
The characteristics of OPC are:
OPC should have a specific name that acts as its legal identity. Also, all the business activities should take place, under that name.
To form an OPC, requires only one person as a member and that company will be regarded as a private entity.
The person who creates a one-person company is not eligible for incorporating multiple one-person companies. This means that commencement of only one OPC is possible legally, by that person.
Just below the name of the company, the term ‘one person company’ must be there, in all the places where the company’s name is in use.
The memorandum of OPC has to specifically indicate the name of a person (nominee) with a written acknowledgment in the stipulated format, who will continue as a member, at the time of death or incapacity of the subscriber.
The nominee cannot become a nominee of more than one OPC.
Change of Name of Nominee
The member of the one-person company can change the name of the nominee at any time. For which he/she needs to give notice to the company and the company has to furnish it with the Registrar of Companies (RoC).
No perpetual succession
As the number of members in an OPC is only one, the death of the member may result in dissolution. Moreover, it is up to the nominee only to accept or reject to become the sole member of the OPC. However, this characteristic is different from the other companies, as they have perpetual succession.
An OPC should have at least one director. This is obviously the member and it can have a maximum of fifteen directors.
The owner cannot convert one person company into a company set up for the promotion of commerce, art, sports, education, environment protection, social welfare, and so forth. Besides, in specific cases, its conversion into a private or public company is possible.
Exemptions to One Person Company
The concept of one person company has emerged to encourage small businesses and entrepreneurs. For this, the government provides a number of exemptions. So, they have lesser legal formalities to comply with. Therefore, these exemptions are:
- OPC need not prepare a cash flow statement.
- If one person company is not having a company secretary, then the company’s annual return can be signed by the director.
- There is no compulsion as to holding an Annual General Meeting.
Must Read: Ordinary Resolution
Advantages of OPC
- Limited liability protection to directors and shareholders
- Full-fledged control of the company with the sole owner
- Tax flexibility and savings
- Lesser legal formalities
- Easy management
- Easy availability of credit from banks and financial institutions
Cessation of OPC Status
As we all know, there are a number of advantages of OPC, as to legal compliance. However, there are certain circumstances when the OPC status can be ceased, these are:
- Paid-up share capital crosses 50 lacs or
- The average annual turnover of the concerned accounting period – the period immediately preceding three financial year crosses 2 crores.
- Announcement for an increase in the minimum limit has to be filed in the relevant form.
Above all, OPC is the most common type of legal entity for micro-businesses or startups, in the budding phase. The responsibility of its commencement, management, and operation is in the hands of only one person.