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Step-by-step: How to File One Person Company (OPC)

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Financial Analyst

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Introduction (simple)

A One Person Company (OPC) lets a single entrepreneur run a company with limited liability while appointing a nominee to keep the business running if something happens to the owner. This guide walks you through the entire OPC registration process in plain language. CorpZo+1

Quick facts you should know first

  • OPC needs one member (the owner) and one nominee (who takes over if needed). The nominee must be an Indian resident and cannot be nominee of another OPC. CorpZo
  • Registration is done online via SPICe+ (the MCA incorporation web form that handles name reservation, DIN allocation and company incorporation). TaxGuru
  • You will need a Digital Signature Certificate (DSC) and a Director Identification Number (DIN) for the proposed director; these can be applied as part of the SPICe+ flow. RegisterKaro+1

Step-by-step process (simple language)

Step 1 — Check basic eligibility

  • The owner must be an Indian resident (stayed in India for at least 182 days in the previous calendar year).
  • The nominee must also be an Indian resident and cannot be nominee for another OPC. CorpZo

Step 2 — Get your Digital Signature (DSC) & ID proofs ready

  • Obtain a Class 3 DSC for the proposed director (required to sign incorporation forms).
  • Collect ID and address proofs (PAN, Aadhaar, passport, utility bills) for the director and nominee. RegisterKaro+1

Step 3 — Decide the company name (pick 2–3 options)

  • Use Part A of SPICe+ to reserve the name. Pick 2–3 names in priority order so you don’t lose time if the first is taken. TaxGuru

Step 4 — Prepare documents for registered office

  • Proof of registered office (ownership or rent agreement), recent utility bill, and a simple NOC from the property owner (if rented). These prove your office address. legaldev.in+1

Step 5 — Draft MOA / AOA & fill SPICe+ Part B

  • In SPICe+ Part B you will submit incorporation details, subscribers’ particulars and attach the MOA (Memorandum) and AOA (Articles) — SPICe+ provides standard templates you can use. The form also allows DIN allocation if needed. TaxGuru

Step 6 — File nominee consent (Form INC-3) and director consent (DIR-2)

  • The nominee must sign Form INC-3 to accept nomination. Director’s consent (DIR-2) and identity documents are required for DIN/appointment. Compliance Calendar LLP+1

Step 7 — Upload, sign with DSC and submit SPICe+

  • Upload all required scanned documents, sign the form electronically using the DSC and submit. SPICe+ also allows simultaneous application for PAN and TAN. TaxGuru

Step 8 — Pay government fees & wait for incorporation

  • Pay the prescribed MCA filing fees and stamp duty (stamp duty varies by state). After verification, MCA issues the Incorporation Certificate (COI) and PAN/TAN allotment (if applied). legaldev.in+1

Documents checklist (simple)

  • Identity proof (PAN, Aadhaar) and passport-size photo of the owner (director).
  • Identity proof and address proof of the nominee.
  • Proof of registered office (ownership deed or rent agreement + NOC).
  • Utility bill / bank statement (not older than 2 months) for address proof.
  • DSC for the proposed director and signed INC-3 / DIR-2 forms.
  • Proposed MOA & AOA (SPICe+ standard clauses are ok). legaldev.in+1

Fees & time (what to expect)

  • Total government fees depend on authorised capital and state stamp duty — for small authorised capital the government filing fee is modest; professional charges and DSC/DIN costs are additional. Expect end-to-end registration to take about 7–15 working days if documents are in order. (Fees and timelines vary; confirm at submission time.) legaldev.in+1

Common pitfalls — avoid these

  • Wrong or missing nominee consent (INC-3) — this delays approval. Compliance Calendar LLP
  • Poor or mismatched address proof for the registered office (attach clear NOC and recent utility bill). legaldev.in
  • Expired or incorrect DSC — renew early to prevent last-minute failures. RegisterKaro

Practical Saving Mantra tips

  • Keep soft (PDF) and hard copies of all proofs — banks, GST and future compliance ask for them.
  • If you’re new to company law, get a CA/CS to review your SPICe+ draft once — it prevents rejections and rework.
  • Use clear, matching name formats (exact spelling with spaces) across PAN, Aadhaar and SPICe+ to avoid mismatches. TaxGuru

After incorporation — quick next steps

  1. Receive your Incorporation Certificate and PAN/TAN (if applied).
  2. Open a current bank account in the OPC’s name.
  3. Apply for GST (if turnover threshold or business type requires).
  4. Maintain statutory books and comply with annual filings (e.g., AOC-4, MGT-7 where applicable). RegisterKaro

Disclaimer

This guide is for general information only. Rules, forms and fees for OPC registration are governed by the Ministry of Corporate Affairs and can change. Always check the live MCA portal (mca.gov.in) and the relevant Companies Act provisions, or consult a qualified Company Secretary / Chartered Accountant before you apply. Saving Mantra is not responsible for decisions made using this guide.

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