Now get exposure of more opportunities and expansion by converting your OPC into the Private company. Stepping ahead in compliances with our online assistance. Experience our fastest and reliable registration at best challenging affordable rates with fastest processing.
APPLY FOR CONVERSION OF OPC NOW
Copy of latest audited financial statement.
List of creditors of the company.
Copy of No Objection letter from secured creditors.
| VOLUNTARY CONVERSION | COMPULSORY CONVERSION |
|---|---|
| For voluntary conversion at least two years should have expired from the date of incorporation of the OPC company into private company. | Compulsory Conversion shall take place when during preceding 3 consecutive financial years: Paid up share capital exceeds 50 lakh rupees, or |
| This voluntary conversion cannot be done before the completion of 2 years form the incorporation. | Average annual turnover exceeds Rs. 2 crores, In such case the One Person Company shall cease to get entitles as OPC and is mandatorily required have to convert itself into Private limited Company or public limited Company within a period of maximum 6 months from the date of exceeding any of the threshold limit. |
In comparison to LLPs and OPCs, the private limited company can easily raise the fund through bank loans, Investors, Venture Capitalists.
Private limited is the most popular and recognized form of business structure.
Incorporating a Private Limited Company can receive Foreign Direct Investment and can Invest and collaborate with foreign industries.
Even being OPC the taxation liability is similar to that of private limited company thus it is more better to choose private Limited Company over One Person Company because under same taxation, so that it provided more benefits.
Following agenda will be discussed in board Meetings:
The shareholder of the OPC being single holder shall pass the special resolution for
Special Resolutions to be signed, dated and communicated by the member of the OPC company.
Note: For conversion of OPC into private limited company, OPC is required to have 2 directors and 2 members.
Filing of MGT-14 with ROC within 30 days from passing of special resolution. Along with:-
Within 60 days from the date passing the resolution, file Form INC-5 intimating the Registrar. Form INC-5 to be accompanied with:
The Company will file Form INC-6 within:
After ROC is satisfied with the submission of all the eforms it ROC shall issue a new Certificate of Incorporation.
One of the best advantages of having a private limited company is access of foreign direct investment under an automatic approval route as per law, but in one person company (OPC) which is also known as one man company only Indian citizens are allowed to commence and invest in the company.
A one person company (opc) can be converted into a private limited company by following the procedures provided under the companies act, 2013.
There are basically two basis of conversion of a one person company into a private limited company under the act.
Section 18 of companies act 2013 deals with voluntary conversion of opc company into a private company.
Voluntary conversion can only be possible after expiry of two years from the date of incorporation of opc company.
It shall be obligatory for such concerned private companies to have paid up share capital of rs. 50 lakhs or to have average annual turnover of more than rs. 2 crores during preceding 3 consecutive f.y.
Conversion of opc company into private limited on compulsory basis when the paid up share capital of an opc crosses the threshold of 50 lakh rs. Or average annual turnover exceeds 2 crores rupees during preceding 3 consecutive fy.
The consequences after opc exceeds the threshold limit, it shall cease to continue as a one person company and shall have to convert into private or public limited company.
Notice is required to be given to all directors with the agenda and notes, minimum 7 days before the date of the meeting to convene a duly authorised board meeting.
An e-form, form inc-6 shall be filed by a one person company(OPC) for conversion of a one person company (OPC) into a private or public company.
The single person company shall have one member and shall appoint one nominee to act as member in case of death or incapacity of the member at the time of conversion of one person company into private company.
In case limit of threshold of OPC company exceeds, it must convert itself into private company with 6 months.
BASIS OF DIFFERENCE | PRIVATE LIMITED COMPANY | ONE PERSON COMPANY | LLP | PARTNERSHIP FIRM | PROPRIETORSHIP CONCERN |
|---|---|---|---|---|---|
| Meaning | Private Limited Company Private company means a company which is formed by coming together of people for a profit motive. |
One Person Company One Person Company (OPC) means a company which is formed with only single person as a member. |
LLP LLP is a body corporate which is hybrid of partnership firm and company. |
Partnership Firm A partnership firm is not a separate legal entity distinct from its partners. It is merely a collective name given to the individuals composing it. |
Proprietorship Firm Proprietorship is a type of business that is owned, managed, and controlled by one person – who is the proprietor. |
| Prevailing laws | Companies Act Companies are governed by ‘Companies Act, 2013’& rules made under. |
Companies Act Companies are governed by ‘Companies Act, 2013’ & rules made under. |
LLP Act
Limited Liability Partnership are prevailed by ‘The Limited Liability Partnership Act, 2008’ and various Rules made there under.
|
Partnership Act
Partnership is prevailed by ‘The Indian Partnership Act, 1932’ and various Rules made there under.
|
NA |
| Charter Documents | MOA & AOA Memorandum and Article of Association is the charter of the company which provides its main object clauses & scope of operation. |
MOA & AOA Memorandum and Article of Association is the charter of the company that defines its scope of operation. |
LLP Agreement LLP Agreement is a charter document of the LLP which denotes its scope of operation and rights and duties of the partners vis-à-vis LLP. |
Partnership Deed Partnership Deed is a charter document of the firm which denotes its scope of operation and rights and duties of the partners. |
MSME (Udhyam Aadhar) Udyog Aadhar (MSME) is certificate which signifies that the entity is micro, small or medium enterprise. |
| Limit of Members | 2-200 It must have at least 2 and maximum 200 members. |
1 OPC is manages by one person only hence it requires only single person. |
2-Unlimited There is no maximum limit on number of partners but must have at least two individuals as Designated Partners. |
2-20 At least 2 partners are required for it and which can’t exceed 20 partners. |
1 Single owner i.e. proprietor required for Proprietorship firm. |
| Directors /Designated Partners | 2-15 It requires At least 2 Director and maximum 15 and further can be increased by special resolution. |
1-15 It required At least 1 Director and maximum 15 and further can be increased by special resolution. |
2-Unlimited Minimum 2 designated partners and there is no maximum limit for LLP. |
NA |
NA |
| Separate legal identity | Yes Company has separate legal identity from its subscribers of MOA. |
Yes Being single owner still have separate legal identity from the company. |
Yes LLP has separate legal identity from its partners and designated partners. |
No Partners and the partnership firm are treated as single identity. |
No Proprietor and proprietorship concern have same legal identity. |
| Limited Liability | Yes The liability of Members are limited up to the amount of share capital which is subscribed by them. |
Yes The sole Member of the company is liable only up to the amount of capital introduced by him. |
Yes Designated Partners and Partner’s liability is restricted to the amount of capital contribution as mutually decided at the point of Agreement. |
No Partners are jointly and severally liable for any liability of the firm as their liability is unlimited. |
No Single owner has unlimited liability for any losses or debt in the proprietorship concern. |
| Perpetual Life of the entity | Yes Entity’s life is not based on the shareholder’s life. It continues by changing of the owner’s share. |
Yes In case of death of the shareholder the company is run by the nominee of the company. |
Yes On death of partner or designated partner, Share of them will be transferred to their legal heir but this may not result in dissolution. |
No It does not have perpetual succession as this depends upon the will of partners. |
No Perpetual existence does not exist with the death of the proprietor concern. |
| Annual Statutory Compliance | High Annual Filling of Company, Directors compliance, Audit, Income tax Return, Meeting and other Filling GST compliances. |
High Annual Filling of Company, Directors compliance, Audit, Income tax Return, Meeting and other Filling GST compliances. |
Low Annual Filling, Income tax Return, GST compliance is to be required and Audit is not mandatory. |
Low Income tax Return and GST compliance Audit in case of Turnover crosses the limit. |
Lowest Compliance with Income tax and GST only(if any). |
| Transferability | Yes Shares are easily transferable from one to other. |
Yes Share can be transferred by one person to other but nominee needs to be changed. |
Yes Addition and deletion of partners are possible through change in share of capital contribution. |
Yes Addition and removal of partner is possible new deeds with the changes in capital and profit sharing needs to be done. |
No It cannot be transferred. |
| Foreign Direct Investment (FDI) | Yes FDI is available under automatic route. |
No Single owner hence FDI is not possible and not allowed. |
Yes FDI is permitted subject to prior approval by the central government. |
No FDI is not permitted in partnership firm. |
No Small scale Business organization hence no FDI is permitted. |
