One Person Company
The concept of One
Person Company [OPC] is introduced by The Companies Act, 2013.
FEATURES OF ONE
PERSON COMPANY (OPC)
·
Only One
Shareholder:
Only a natural
person, who is an Indian citizen and resident in India shall be eligible to
incorporate a One Person Company. A single shareholder holds 100 percent
shareholding. A person can be a shareholder in only one OPC at any given
time.
·
Nominee for the
Shareholder:
The Shareholder
shall nominate another person who shall become the shareholders in case of
death/incapacity of the original shareholder. Such nominee shall give
his/her consent and such consent for being appointed as the Nominee for the
sole Shareholder. Only a natural person, who is an Indian citizen and
resident in India shall be a nominee for the sole member of a One Person
Company. Member can change the nominee at any point of time.
·
Only One Director:
Must have a
minimum of One Director, the Sole Shareholder can himself be the Sole Director.
The Company may have a maximum number of 15 directors.
·
·
Taxation:
·
·
It is assumed that
the rates of taxation applicable for a private limited company shall apply to a
One Person Company. Net profits, which are calculated by deducting all
allowable expenses from the turnover of sales, shall be taxable at the rate of
30 percentage + education cess.
·
·
·
Freedom from
compliance:
1. No requirement
to hold annual or extra ordinary general meetings. Only the resolution shall be
communicated by the member of the company and entered in the minutes book and
signed and dated by the member and such date shall be deemed to be the date of
meeting.
2. For the purposes
of holding board meetings, in case of a OPC which has only One director, it
shall be sufficient compliance if all resolutions required to be passed by such
a company at a board meeting are entered in a minute book – signed and dated by
the member and such date shall be deemed to have the date of the board meeting
for all the purposes under Companies Act, 2013.
3. No requirement
of preparing cash Flow statements
4. Annual returns
can be signed by the Director
·
Related Party Transactions:
Where OPC
enters into a contract with the sole owner/Director, the company
shall, unless the contract is in writing, ensure that the terms of the contract
are recorded in the minutes of the first meeting of the Board of Directors of
the company held next after entering into contract.
Further, the
company shall inform the Registrar about every contract entered into by the
company and recorded in the minutes of the meeting of its Board of Directors
under sub-section (1) within a period of 15 days of the date of approval
by the Board.
TERMS AND RESTRICTIONS OF OPC:
·
1. A person shall not be eligible to
incorporate more than a One Person Company or become nominee in more than one
such company.
·
2. Minor cannot shall become member
or nominee of the One Person Company or can hold share with beneficial
interest.
·
3. An OPC cannot be
incorporated or converted into a company under Section 8 of the Act.
·
·
An OPC cannot
convert voluntarily into any kind of company unless two years have expired from
the date of Incorporation of OPC, except threshold limit (paid up share
capital) is increased beyond Rs.50 Lakhs or its average annual turnover during
the relevant period exceeds Rs.2 Crores then the OPC has to compulsorily file
forms with the ROC for conversion to a Private or Public Company, with in a
period of Six Months .
·
PROCESS OF
INCORPORATION:
First the sole
shareholder/Director shall get a DIN & DSC. Then name of the company
will be applied. Then consent along with the incorporation forms will be
filed. COI will be issued.
Remember One
Person Company name on COI will be in the following format
XYZ Private
Limited (OPC)
No comments:
Post a Comment