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Convert OPC to Private Limited

Why Convert One Person Company to Private Limited Company?

Private Limited Company is a more trusted business entity compared to One Person Company. A Private Limited Company can attract investors much easily than One Person Company. An OPC only can converted in to Private Limited Company voluntarily after 2 years of its incorporation. After modifying the Memorandum of Association (MoA) and Article of Association (AoA), the application for conversion to Private Limited Company is to be made with Central Government (Ministry of Corporate Affairs). Even after the conversion to Private Limited Company, the legal existence of OPC continues and there by their rights and liabilities too persists. To convert an OPC to Private Limited Company, minimum 2 shareholders and directors must be appointed to fulfill the minimum requirement.

₹ 891 All Inclusive

Benefits of Converting OPC to Private Limited Company

Easy Fund Raising

Private Limited Company registration process is stringent enough to make this structure credible among others which make fundraising or borrowing from external sources easier. The organization itself provides a number of ways to raise funds in the form of private equity, ESOP, and more.

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Owners’ Limited Liability

The company’s obligation or debts of does not create a charge over the owner’s personal assets. Their liability stays limited only to the capital subscribed and unpaid by them.

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Management and Ownership Separation

The separate ownership and management help both – the company and the management to focus on their potential works. The shareholders assign responsibility to operate and run the company without losing control in the form of voting.

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Separate Legal Existence

Once the Company registration in India is done, a legal entity is born in eyes of law. This separates itself from its owners and managers. The company can operate on its own name simply by opening a bank account to own assets and enter into contract with parties. This also provides right to sue third parties in case of any defaults.

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Convert OPC to Private Limited Company

Documents Required to Convert OPC to Private Limited Company

  1. PAN Card PAN Card of shareholders and Directors
  2. Passport Foreign nationals must provide a valid passport.
  3. Identity Proof Aadhaar card and Voter ID/ Passport/ Driving License of Shareholders and Directors
  4. Director’s Address Proof Latest Telephone Bill /Electricity Bill/ Bank Account Statement of Shareholders and Directors.
  5. Photograph Latest Passport size photograph of Shareholders and Directors.
  6. Business Address Proof Latest Electricity Bill/ Telephone Bill of the registered office address
  7. NOC from owner No Objection Certificate to be obtained from the owner(s) of registered office
  8. Rent Agreement Rent Agreement of the registered office should be provided if any
  9. Notarization In case of NRI or Foreign National, documents of director (s) must be notarized
  10. Incorporation Details Incorporation Details of the OPC to be converted
  11. Financial Statements Duly attested copy of latest audited financial statements of the OPC to be converted

Register Online

Convert OPC to Private Limited Company in 3 Easy Steps

  1. Fill up the registration form

    Select any package suits your requirement

    Fill up the form which will take less than 10 minutes

    Make payment through secure payment gateway.

  2. BookMyTM is Here to Help

    Your queries will be answered quickly and effectively

    Provide details & upload documents required for Pvt. Ltd Company registration

    Procurement of Digital Signatures (DSC)

    Approval from MCA for Voluntary Conversion

    Application for company name registration

    Modification of Documents including MOA and AOA

  3. Certificate of Incorporation

    Application for PAN and TAN

    Your Private Limited Company is incorporated.

    All it takes 15 to 20 working days*.

    *Subjected to Government Processing Time.

Process of Converting OPC to Private Limited Company

  1. Day 1 – 2

    Consultation on Conversion of OPC to Pvt. Ltd Company

    Collection of Information

    Collection of required documents (Scanned copies)

    Review of documents and information provided

    Application for Digital Signature (DSC) of new director

  2. Day 3 – 9

    Checking the availability of Name

    Finalizing the name with the directors

    Modifying MoA, AoA & Other required documents

    Review and confirmation form directors

  3. Day 10 – 12

    Name Reservation under SPICe

    Filing company registration application

    DIN allotment application

    Application for PAN and TAN of company

  4. Day 13 - 15

    Name reservation application under SPICe

    Filing company registration application

    DIN allotment application

    Application for PAN and TAN of company

  5. Day 16 – 20

    Your Private Limited Company is incorporated.

    All it takes 15 – 20 working days*

    *Subjected to Government Processing Time

Enquiry


FAQ

What is to be done by the company after converting OPC to private limited company?

After the OPC is converted into a Private Limited Company, it is obligatory for the company to increase its paid-up share capital to Rs. 50 Lakh or the annual turnover to Rs. 2 Crore or more. If the company fails to comply with these provisions, it shall covert back itself to an OPC by passing a special resolution.

Whether the OPC can voluntarily proceed for its conversion?

Yes, OPC may voluntarily convert itself into a Private Company or Public Company subject to certain condition. The OPC may apply for voluntary conversion only if a period of two years has been passed since its incorporation.

What is Directors Identification Number (DIN)?

Directors Identification Number (DIN) is an identification number issued by the Ministry of Corporate Affairs, Government of India, to Directors of a company or Designated Partners of an LLP.

How to Obtain a DIN?

New DIN will be allotted to a Director / Designated Partner while registering a Company or LLP. Also, a Company / LLP can apply for a DIN for a proposed Director / Designated Partner.

How many shareholders and directors are required for registering a Private Limited Company in India?

Minimum Number of 2 Shareholder and 2 Directors required for registering a Private Limited Company.

Who can become a Shareholder / Director in a Company?

Shareholders could be Individuals, Companies or LLPs, but only individuals can become directors of the company.

What is Memorandum of Association (MOA)?

MOA is the charter document of a company. A company is created by registering a memorandum. MOA contains the name of a company, the state in which the registered office of the company is located, objectives, and its authorized capital. The MOA will be subscribed by the initial promoters of the company in their own handwriting. They will also have to write their name, father’s name, residential address, occupation and the number of shares they agree to subscribe in the company. The MOA should also bear the signature of the witness who knows the subscribers.

What is Articles of Association (AOA)?

AOA contains rules and regulations for the management of a company’s internal affairs and conduct of its business. It defines the relationship of company between its members and directors and relation between members and directors. It also describes powers of directors. Further, the AOA describes the rights and duties of its members as well as the duties and responsibilities of its directors. In case of a private limited company, the AOA will contain the restrictions of transfer of shares, if any. Also, AOA usually contains the names of first directors of a company.

The AOA will be subscribed by the initial promoters of the company in their own handwriting. Promoters will have to write their names, father’s name, residential address, and occupation. The AOA should also bear the signature of the witness who knows the subscribers.

What are Authorized Capital and Paid-up Capital?

Authorized capital shows the maximum amount of capital that a company can raise by way of issue of shares at present or in the future. Whereas, the Paid-up Capital refers to the actual amount raised by a company i.e.; amount paid by the shareholders on the issuance of shares. One can register a company in India by any amount of paid-up capital which can be less or equal to the authorized capital but not exceeding the authorized capital.

Can a Private Company carry multiple businesses?

Yes, a Private Company can carry multiple businesses if it is mentioned in the company’s MoA and approved by a registrar. The company can mention more than one business operating within the same field or of the same nature. Activities which are unrelated, such as fashion designing and event management or construction, those cannot be registered under the same company.

Can NRIs / Foreigners hold shares in Private Limited Company?

Yes, NRIs or foreigners can hold shares subject to FDI guidelines. However, a foreign participation above 50% will place the company under the category of Foreign Company.

Does anyone has to be physically present for online company registration in India?

No, none of the promoters are required to be present when opted to register a company online. All the forms are filed on the web portal and are digitally signed. Also, the required documents can be sent through e-mail or uploaded on our portal for filing.

What are the statutory requirements to be fulfilled once Private Company is registered?

Once, the company is registered, it should follow below-mentioned requirements on priority:

The opening of the company’s current account within 30 days after receiving the PAN card.

Appointment of a Statutory Auditor

Depositing paid-up capital as mentioned while registration

Issue and allotment of shares

What are the Annual Compliance requirements to be fulfilled by a Private Company?

During every financial year, the company must hold one Annual General Meeting (AGM) and at least 4 board meetings (one in each quarter). Further, the accounts and financial statements must be audited by an independent auditor. Subsequently, it shall file form AOC – 4 and MGT – 7 as part of Annual Compliance within given time.