A One Person Company is a kind of private company which has certain compliances an OPC must mandatorily comply with. This article presents all the mandatory compliances as required by the Registrar of Companies (RoC).
The concept of a One Person Company(OPC) is a revolutionary idea introduced by the Companies Act, of 2013. Earlier, a minimum of two directors and shareholders were required to form a company. Now, a single person can incorporate a company. An OPC has only one member, that is only one shareholder. However, an OPC can have up to fifteen directors, and the number can be increased by a resolution.
Mandatory One Person Company Compliances
There are certain mandatory One Person Company compliances demanded by the RoC. This section will briefly explain such compliances:
1. Annual Filing
- Every OPC has to file Annual Returns with the Registrar of Companies, every year.
- The return has to be filed as an attachment to Form MGT 7
- The Company Secretary has to sign the annual return. As an OPC has only one member, it need not necessarily appoint a Company Secretary. In such a case, the director shall sign the return.
- The following are the documents required for MGT 7
- PAN or CIN
- A list of the main business activities
- All the details of the shareholdings, and the shares
- Details of all securities held by the company.
Information and documents that are to be included in the Annual filing:
- Registered office address
- Register of members
- Compliance certificate
- Details of shares and debentures
- Management information
- Debt details of the company
- The shareholding structure of the company
- Changes in directorship, if any
- Details of any transfer of securities
2. Financial Statement
Audited financial statements are to be electronically filed, as per the Companies Act. 2013
- The statement has to be filed in Form AOC 4 to the RoC
- The financial statement must be signed by all the directors
- The statement has to be filed within 180 days from the last day of the financial year, that is March 31.
- The financial statements should include the Balance Sheet, Profit and Loss Account, Audit Report, and notes to the account.
- Within 30 days of the company’s incorporation. A practicing Chartered Accountant has to be appointed as the first auditor of the OPC.
- For the auditor who has to serve until the 1st AGM, there is no need of filing Form ADT-1. However, the form has to be filed for the appointment of the subsequent auditor.
- To appoint an Auditorium the OPC must file form ADT-1 within 15 days of the conclusion of the first Annual General Meeting (AGM)
- The auditor so appointed shall hold the office till the conclusion of the 6th AGM.
Other Compliances for an OPC
- The OPC shall conduct a minimum of two board meetings every year, though holding an AGM every year is not necessary for an OPC
- Income tax returns, annual statements, Form DIR-3 KYC for KYC of directors, and financial statements should be filed every year.
- Every OPC has to abide by the rules and regulations concerning TDS, GST, PF, and ESI, based on the requirements.
- Form INC-20A regarding the commencement of business within 180 days of incorporation has to be filed
- Payment of Stamp duty on Share Certificates is to be made within 30 days from the issue of the shares
- E-form MSME-I (Half Yearly Return) has to be filed in case the company has outstanding payment liable to be paid to MSMEs for more than 45 days
- E-form DPT-3 (Return of Deposits) has to be filed every year revealing all details of outstanding loans and payments as of the 31st March of every financial year
- Form MBP-1has to be filed to disclose the interest required to be given in the first Board Meeting or wherever there is any change by every Director of the Company.
- A declaration that the director is not disqualified has to be provided in Form DIR-8 every financial year.
How to File the Forms and Statements Online?
All the forms AOC4, MGT7, and ADT-1 can be filed online with ease. Here are some simple steps to guide you through the process.
- Visit the MCA portal
- Download the e-form you intend to file
- Fill up the form completely
- Click on the button “upload e-form”
- Upload your filled-out e-form
- After uploading you will be prompted to pay a fee
- Pay the fee online.
Apart from the above compliances, like every other company, an OPC has to maintain statutory compliances including the mandatory statutory registers, minutes Book, and other secretarial records, as required by the Act
Every OPC must comply with all the terms and requirements laid down by the Companies Act of 2013. Failing to abide by the regulations of the Act can attract huge penalties and fines. Therefore to save your OPC from incurring such huge losses, it is a must that you be aware of the necessary compliances, as mentioned above. You should reach out to the professionals at Vakilsearch to help you understand the compliances and file them in a hassle-free manner.