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What is Conversion of private limited company to OPC?

A Private Limited company can convert itself to a One Person Company if it satisfies few conditions. A private limited company, if it's paid up share capital is upto 50 lakh and its turnover doesn't exceed 2 crores it can convert itself to One Person Company.

  • To convert a private limited company to OPC, you need to get approval from the shareholders’ of private limited company by passing Special Resolution in Extra-ordinary General Meeting. Before passing this resolution, the company needs to get a No Objection from existing creditors and members of the company.
  • There can be only one shareholder in OPC but that shareholder shall be a natural person and Indian Citizen.
  • There can be 15 directors in OPC but the company can be registered with only one director.
  • You got to appoint a Nominee in One Person Company through its memorandum and get the consent of the nominee before appointing him/her.

Advantages of One Person Company

1. Decision making becomes easy as there is only one person to make a decision. This makes decision-making process really fast and time is utilized in other productive assignments.

2. ROC and annual compliances are very less for One person company.

3. Work related to annual filing, share certificate etc. are reduced for One Person Company.

4. One person company doesn't need to hold an annual general meeting and doesn't need to comply with many other legal requirements which are mandatory for Private Limited Company.

Procedure to Convert a Private Limited Company to One Person Company

  • You need to hold a Board meeting having agenda the conversion of your private limited company to One Person Company and get in principle approval of the board.
  • Fix date place and time for EGM to get shareholders’ approval by way of Special resolution. And send notice of the meeting to all members, shareholders, directors, and auditor of the company along with Agenda and Explanatory Statements.
  • Hold Extra-Ordinary General Meeting on the specified date time and place and pass the necessary resolution.
  • Within 30 days of passing the resolution file form MGT-14 with the concerned ROC.
  • For conversion to One Person Company file an application in form no. INC-6 with prescribed fee after attaching required documents.
  • Concerned ROC will check the E-Form and all the attachments and after being satisfied it will approve the conversion.

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