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Company Law

ONE PERSON COMPANY REGISTRATION (OPC)

Virtual AuditorPublished: 31 Jul 2022🕒 3 min readLast updated: 14 Aug 2026

Are you a single person but want to start a private limited company and want to the sole owner then OPC (One Person company) Registration is the the best option.

With the implementation of the Companies Act, 2013, a single person could constitute a Company, under the One Person Company (OPC) concept.

The introduction of OPC in the legal system is a move that would encourage corporatization of micro businesses and entrepreneurship.  Government Constituted committee had suggested that such an entity may be provided with a simpler legal regime through exemptions so that the State whether the small entrepreneur is not compelled to devote considerable time, energy and resources on complex legal compliance. OPC is a one shareholder corporate entity, where legal and financial liability is limited to the company only.

Difference between a Sole Proprietorship and an OPC ( Sole Proprietorship Vs OPC)

The Basic difference between a sole proprietorship and an OPC is the way liability is treated in the latter. A one-person company is different from a sole proprietorship because it is a separate legal entity that distinguishes between the promoter and the company. The promoter’s liability is limited in an OPC in the event of a default or legal issues. On the other hand, in sole proprietorships, the liability is not restricted and extends to the individual and his or her entire assets.

What is an OPC ( One Person Company)?

As per section 2(62) of the Companies Act, 2013, “One Person Company” means a company which has only one person as a member

The Companies Act, 2013 classifies companies on the basis of their number of members into One Person Company, private company, and public company.

As stated above, a private company requires a minimum of 2 members. In other words, a One Person Company is a kind of private company having only one member.

One person company shall have a minimum of one director. Therefore, a One Person Company will be registered as a private company with one member and one director.

Section 3(1)(c) lays down that a company may be formed for any lawful purpose by one person, where the company to be formed is to be One Person Company, that is to say, a private company. In other words, one person company is a kind of private company.

Advantages of One Person Company

The concept of One person company is quite revolutionary. It gives the individual entrepreneurs all the benefits of a company, which means they will get credit, bank loans, access to market, limited liability, and legal protection available to companies.

Prior to the new Companies Act, 2013 coming into effect, at least two shareholders were required to start a company. But now the concept of One Person Company (OPC) would provide tremendous opportunities for small businessmen and traders, now the OPC would help them do business as an enterprise and give them an opportunity to start their own ventures with a formal business structure,

Further, the amount of compliance by a one person company is much lesser in terms of filing returns, balance sheets, audit etc.  The new concept would also boost the confidence of small entrepreneurs.

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Frequently Asked Questions (FAQs)

1. What is an OPC according to the Companies Act 2013?

As per section 2(62) of the Companies Act, 2013, a One Person Company is defined as a company which has only one person as a member. It functions as a type of private company that enables individual entrepreneurs to operate with a formal business structure and limited liability protections.

2. How does an OPC differ from a sole proprietorship?

The primary difference lies in liability and legal status. An OPC is a separate legal entity that distinguishes the company from the promoter, limiting the promoter's liability. Conversely, in a sole proprietorship, liability is not restricted and extends to the individual's entire personal assets in case of legal issues.

3. Can a single person start a private limited company?

Yes, following the implementation of the Companies Act, 2013, a single person can constitute a company under the One Person Company concept. An OPC is registered as a private company requiring at least one member and one director to fulfill legal requirements for formation under section 3(1)(c).

4. What are the benefits of registering as an OPC?

Registering as an OPC offers entrepreneurs several advantages, including limited liability, legal protection, and better access to bank loans and credit. Additionally, OPCs benefit from a simpler legal regime with fewer compliance requirements regarding the filing of returns, balance sheets, and audits compared to other company types.

5. When was the concept of OPC introduced in India?

The concept of One Person Company was introduced with the implementation of the Companies Act, 2013. Before this act took effect, forming a company required at least two shareholders, but the new legislation provided a simplified legal framework to encourage the corporatization of micro-businesses and small entrepreneurship.

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