Private to One Person Company

Converting a Private Limited Company (PLC) to a One Person Company (OPC) involves restructuring the business to transition from a multi-member entity to a single-owner structure, offering limited liability and operational flexibility.

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    Under the Companies Act of 2013, the idea of a One Person Company (OPC) was established, enabling the registration of a company with a single person as its sole owner. A Private Company, on the other hand, is privately owned by a small number of people. One type of corporations may be converted to another under the 2013 corporations Act. Private limited corporations may choose to become OPCs in some circumstances to lessen legal compliance. The conversion of a private company into an OPC is discussed in this article along with the requirements and stages that must be met.

    FilingMan facilitates a seamless and compliant transition of converting a Private Limited Company (PLC) to a One Person Company (OPC) by expertly managing the entire conversion process. Their experienced team guides PLC owners through regulatory requirements, assists in drafting necessary documentation, and ensures legal compliance, enabling a smooth shift to an OPC structure while preserving limited liability protection and adapting to the needs of a single-owner business model.

    Conditions for Company Conversion to OPC

    • A natural person must be a member of the new OPC.
    • The member of the new OPC must be an Indian national who has lived in India for at least 120 days in the year prior.
    • The OPC member is not permitted to serve as a nominee for or a member of any other OPC.
    • Minors are not permitted to join or participate in an OPC.
    • The business that is requesting to become an OPC shouldn't have been founded as a Section 8 corporation.

    Steps for Conversion

    Board Meeting

    Board Meeting for Converting a Private Limited Company to OPC

    To initiate the conversion process of a private company into an OPC, the company directors need to hold a board meeting. The following issues on the agenda should be considered during this meeting:

    Approval from the Directors: The company's directors should give their approval for converting the private company into an OPC, indicating their agreement with the proposed change.

    Fixing EGM Specifics: The directors must select the date, time, day, and location for the EGM, at which shareholders will cast their votes on the conversion. These specifics must be resolved and mentioned in the notice.

    EGM approval Notice: The agenda, explanatory statement, and notice for the EGM should all be reviewed and approved by the directors. The notice must clearly state the meeting's objectives and inform shareholders of all material facts surrounding the proposed conversion.

    Authorization to Issue EGM Notice: A director or another designated individual should get board approval before being given the authority to publish the EGM notice. This individual will be in charge of mailing the notice within the allotted time limit.

    Call a special general assembly (EGM)

    An official invitation to an EGM should be sent to the company's directors, members, and auditors. All parties involved must receive this notification, which also serves as an invitation, at least 21 days prior to the meeting's scheduled date.

    Get NOC from your creditors

    Before approving a special resolution in the Extraordinary General Meeting (EGM) for the company's conversion, it is crucial to obtain a No Objection Certificate (NOC) from the current creditors and shareholders. They confirm in writing that they have no objections to the proposed conversion of the business into a One Person Company (OPC) in the NOC.

    Organise an EGM (extraordinary general meeting)

    The Extraordinary General Meeting (EGM) shall be held at the time, place, and at the place mentioned in the notice. The EGM has a number of uses, such as:

    Checking the quorum: Verifying that, in accordance with the articles of incorporation of the firm or other legal criteria, the bare minimum of members necessary for a legitimate session is present.

    Verifying the Attendance of the Company Auditor: Confirming that the company auditor is present and, if absent, that they have been given a leave of absence in compliance with Section 146 of the 2013 Companies Act.

    Passing Special Resolution: Passing a special resolution, signifying unanimity, would seek the shareholders' consent for the business' conversion into an OPC

    Using RoC to File Relevant Forms

    Specific electronic forms must be filed to the Registrar of Companies (ROC) in order to convert a private company into a One Person Company (OPC). The aforementioned paperwork is necessary:

    Form MGT-14: The Ministry of Corporate Affairs (MCA) must receive Form MGT-14 within 30 days of the special resolution for conversion being passed. It is essential to submit this form within the allotted date since it contains information regarding the shareholder resolution that was adopted.

    Form INC-6: The application for converting the private company into an OPC must be submitted to the ROC using Form INC-6 in order to start the conversion process. The required paperwork pertaining to the business and its shareholders must be presented along with the form. The application form for the conversion procedure, Form INC-6, contains crucial data about the company and its stockholders.

    Documents Needed

    MGT-14 Form Attachments:

    • A copy of the notice and justification for the extraordinary general meeting (EGM).
    • A duplicate of the special resolution adopted during the EGM.
    • Modifications to the company's Memorandum of Association and Articles of Association.
    • A duplicate of the conversion-approval resolution from the board.

    The INC-6 form's attachments

    • Complete list of creditors and members of the company.
    • Latest balance sheet of the company.
    • The secured creditors' No Objection Certificates (NOCs).
    • NOC from both creditors and members.

    Private to One Person Company Costs
    Private to One Person Company

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      Why Choose FilingMan

      For Private to One Person Company?

      Choosing FilingMan for your Private Limited Company (PLC) to One Person Company (OPC) conversion is a strategic move that ensures a seamless transformation while leveraging their expertise in legal and business transitions. FilingMan's experienced professionals streamline the entire process, from assessing the viability of the conversion and preparing the necessary documents to coordinating with regulatory authorities for smooth approval. By partnering with FilingMan, you ensure that your conversion adheres to legal norms and is efficiently executed, preserving the limited liability protection while embracing the operational advantages of an OPC structure.

      FilingMan's guidance extends beyond regulatory compliance; they become your dedicated partner in shaping your business's evolution. Their understanding of complex business landscapes ensures that the conversion is optimized for long-term growth and success. By choosing FilingMan, you gain a reliable ally that not only simplifies the conversion process but also positions your OPC for agility and profitability, empowering you to adapt to changing business needs while upholding legal integrity and operational efficiency.

      Private to One Person Company FAQ'S
      What does the conversion from a Private Limited Company (PLC) to a One Person Company (OPC) entail, and how does FilingMan assist in this process?
      Converting a PLC to an OPC involves restructuring the business to transition from a multi-member entity to a single-owner structure. FilingMan guides PLC owners through the entire conversion, assisting in assessing feasibility, preparing required documents, coordinating with regulatory authorities, and ensuring legal compliance for a smooth transition.
      Why should I consider converting my PLC to an OPC, and how does FilingMan advise on this decision?
      Converting to an OPC offers operational flexibility and limited liability protection to single owners. FilingMan assesses the unique circumstances of the PLC, provides insights into the benefits of OPC structures, and guides business owners in making an informed decision aligned with their goals.
      What are the key documents required for the conversion, and how does FilingMan manage the documentation process?
      Documentation typically includes resolutions, notices, and incorporation forms. FilingMan's experts assist in drafting, verifying, and organizing these documents, ensuring accuracy and compliance with regulatory standards.
      How does FilingMan ensure compliance with legal formalities during the conversion process?
      FilingMan's experienced professionals navigate complex regulatory requirements, ensuring that the conversion adheres to legal norms. They handle communication with regulatory authorities, facilitate approvals, and address potential challenges, ensuring a seamless conversion.
      How does FilingMan support partners in managing the transition smoothly and effectively?
      FilingMan's experienced professionals navigate complex regulatory requirements, ensuring that the conversion adheres to legal norms. They handle communication with regulatory authorities, facilitate approvals, and address potential challenges, ensuring a seamless conversion.