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Trusted OPC Consultants · Kellys

OPC Incorporation in Kellys, Chennai

OPC cadence for Kellys firms near Kellys Bus Stop — with WhatsApp-first document intake

OPC Incorporation for Kellys firms under Chennai North (Anna Nagar Division) with on-time portal submission and full statutory reconciliation. Call 9566-068-468.

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Quick Answer

What is a One Person Company (OPC) under the Companies Act 2013 in Kellys, Chennai?

A One Person Company is defined under Section 2(62) of the Companies Act 2013 as a company which has only one person as a member. It is a private company by default under Section 3(1)(c) and enjoys separate legal personality with limited liability — unlike a sole proprietorship the member's exposure is limited to unpaid subscription on shares. The OPC structure was introduced on the recommendation of the Dr. J.J. Irani Committee Report and operationalised through the Companies (Incorporation) Rules 2014.

Transparent Pricing

OPC Incorporation in Kellys — Plans & Pricing

Fixed fees · Zero hidden charges · Call 9566-068-468 for a custom quote.

MonthlyAnnualSave 2 Months
Basic OPC
One-time SPICe+ incorporation
₹6,500one-time

  • Name Reservation via SPICe+ Part A
  • SPICe+ Part B (Form INC-32) Drafting
  • eMoA (INC-33) & eAoA (INC-34) Preparation
  • INC-3 Nominee Consent Drafting
  • Class 3 DSC for Member-Director (1 token)
  • DIN Allotment under Section 152(7)
  • PAN & TAN Application via AGILE-PRO-S
  • GSTIN / EPFO / ESIC Bundling
  • First Board Meeting Minutes
  • Statutory Registers Setup
  • Post-Incorporation Compliance Calendar
  • WhatsApp Document Pickup
  • Certificate of Incorporation Delivery
Starter
Incorporation + bank account + first board meeting
₹10,500one-time

  • Name Reservation via SPICe+ Part A
  • SPICe+ Part B (Form INC-32) Drafting
  • eMoA (INC-33) & eAoA (INC-34) Preparation
  • INC-3 Nominee Consent Drafting
  • Class 3 DSC for Member-Director (1 token)
  • DIN Allotment under Section 152(7)
  • PAN & TAN Application via AGILE-PRO-S
  • INC-9 Subscriber & Director Declaration
  • AGILE-PRO-S Bank Account Opening Coordination
  • First Board Meeting Minutes & Section 173(5) Compliance
  • Statutory Registers Setup
  • Post-Incorporation Compliance Calendar
  • WhatsApp Document Pickup
  • Certificate of Incorporation Delivery
Most Popular ⭐
Professional
Incorporation + 90-day post-compliance
₹22,500/month
Annual: ₹270,000₹22,500 (Save ₹247,500)

  • Name Reservation via SPICe+ Part A
  • SPICe+ Part B (Form INC-32) Drafting
  • eMoA (INC-33) & eAoA (INC-34) Preparation
  • INC-3 Nominee Consent Drafting
  • Class 3 DSC for Member-Director (1 token)
  • DIN Allotment under Section 152(7)
  • PAN & TAN Application via AGILE-PRO-S
  • INC-9 Subscriber & Director Declaration
  • AGILE-PRO-S Bank Account Opening Coordination
  • First Board Meeting Minutes & Section 173(5) Compliance
  • Statutory Registers Setup (MBP-1
Premium
Incorporation + Section 18 conversion-readiness + investor pitch
₹55,000/month
Annual: ₹660,000₹55,000 (Save ₹605,000)

  • Name Reservation via SPICe+ Part A
  • SPICe+ Part B (Form INC-32) Drafting
  • eMoA (INC-33) & eAoA (INC-34) Preparation
  • INC-3 Nominee Consent Drafting
  • Class 3 DSC for Member-Director (1 token)
  • DIN Allotment under Section 152(7)
  • PAN & TAN Application via AGILE-PRO-S
  • INC-9 Subscriber & Director Declaration
  • AGILE-PRO-S Bank Account Opening Coordination
  • First Board Meeting Minutes & Section 173(5) Compliance
  • Statutory Registers Setup (MBP-1

Swipe to see all plans

Prices exclude GST. For enterprise pricing, call 9566-068-468.

Why FilingPro?

Why Kellys Clients Choose FilingPro

Expert OPC in Kellys — qualified professionals, 15+ years experience, zero-penalty track record.

SPICe+ Part B Filed Right First Time

Every SPICe+ Part B (INC-32) application is reviewed for completeness, name compliance with Section 4(2), MoA object clauses, AoA Article alignment and INC-3 nominee details before submission. Kellys clients have a near-zero RSUB rejection record.

INC-3 Nominee Consent Drafted Tight

The nominee's written consent in Form INC-3 along with PAN, Aadhaar and full address is drafted and notarised correctly under Rule 4 of the Companies (Incorporation) Rules 2014 — eliminating the most common Registrar query at SPICe+ scrutiny.

DIN Allotted Within SPICe+

DIN for the sole member-director is allotted within SPICe+ under Section 152(7) — no separate DIR-3 application or fee. Kellys clients receive a clean DIN with the Certificate of Incorporation.

Class 3 DSC Procured Same Day

Class 3 Digital Signature Certificate for the sole member-director procured from eMudhra, Sify, NSDL or Capricorn — Aadhaar e-KYC route used wherever possible for same-day issue.

Residency & NRI Eligibility Confirmed

Residency of 120 days under Rule 3(1) confirmed against passport stamps for Kellys clients. NRIs (Indian citizens resident outside India) eligibility under the Companies (Amendment) Act 2021 confirmed from 01-April-2021 onwards.

Mandatory Conversion Trap Avoided

Many consultants still advise clients about the ₹50 lakh / ₹2 crore mandatory conversion thresholds — these are NO LONGER applicable post 01-April-2021. Kellys OPC clients are correctly advised on voluntary-only conversion under Section 18.

Key Benefits

What Kellys Clients Get

Every OPC Incorporation engagement delivers measurable, guaranteed outcomes — expert professionals, on time, every time.

No Mandatory Conversion Post-2021
The earlier ₹50 lakh paid-up capital / ₹2 crore turnover mandatory conversion triggers were omitted by the Companies (Incorporation) Second Amendment Rules 2021. Kellys OPC clients can scale revenue without forced conversion to Private Limited.
MSME / Udyam Registration Eligible
OPCs qualify for Udyam (MSME) registration under the MSMED Act 2006 — unlocking Section 43B(h) timely-payment protection (45-day creditor dues), MSME Samadhaan delayed-payment recourse and priority sector lending under RBI norms.
Investor-Ready Through Section 18 Conversion
When Kellys OPC clients raise angel investment, voluntary conversion to Private Limited under Section 18 via Form INC-6 expands the cap table — the OPC structure does not lock founders out of future fundraising.
Bank Credit & B2B Credibility
OPC status, Certificate of Incorporation, MoA, AoA and audited financials substantially improve bank credit assessment and B2B contractual credibility for Kellys clients — versus a proprietorship's ad hoc balance sheet.
Limited Liability Under Section 2(62)
The sole member's exposure is limited to unpaid subscription on shares under Section 2(62). Personal assets of the Kellys member-director are ring-fenced from business creditors — the foundational advantage of OPC over sole proprietorship.
Separate Legal Personality Under Section 9
Section 9 confers separate legal personality on the OPC from the date of incorporation — the OPC can sue and be sued in its own name, hold property in its own name and contract independent of the sole member.
Comparison

OPC vs Proprietorship

Why this matters here — Across Kellys, the business activity radiating outward from Kellys Junction and nearby commercial pockets. Practitioners note that with quick access via Kellys Bus Stop and feeder routes connecting Kellys to the rest of Chennai.

AspectOPCProprietorship
Practitioner noteConfirm eligibility before commencementDocument the trigger before engagement begins
DefinitionOPC pathway under opc incorporationProprietorship pathway under opc incorporation
Trigger basisStatutory threshold or notified conditionAlternative condition prescribed by the operative section
Applicable section / ruleAs prescribed by the operative provisionAs prescribed by the alternative provision
Time limitPer statutory windowPer alternative statutory window
Compliance burdenLower / standardHigher / specialised
Documentation setStandard supporting documentsExtended supporting documents
Penalty exposure on defaultStandard penalty under the ActEnhanced penalty / disqualification consequence
ReversibilityReversible by amendment / withdrawalReversible only by separate statutory procedure
Typical use caseStandard opc incorporation pathwaySpecialised opc incorporation pathway
Cost implicationWithin standard fee bandMay attract specialist fees
Decision driverDefault for most situationsRequired where alternative condition holds
Documents Required

Documents for OPC Incorporation

Share documents via WhatsApp to 9566-068-468. No office visit required for Kellys clients.

PAN of the proposed sole member-director
Aadhaar of the sole member-director and the nominee
Recent passport-size photograph of member-director and nominee
INC-3 Nominee Consent — written consent with PAN and Aadhaar of the nominee
Registered office address proof — utility bill (not older than 2 months) and ownership proof
NOC from owner of premises where registered office is on rented or shared property
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Statutory Deadlines

Compliance deadlines that matter

Miss any of these and the next consequence kicks in automatically.

Deadlines in this neighbourhood — Across Kellys, the cluster of residential, healthcare, education businesses that defines Kellys's commercial fabric.

Trigger eventDaysFormConsequence
Incorporation of the OPC (commencement of business)180 daysINC-20AThe OPC cannot commence business or exercise borrowing powers until filed; late filing attracts a penalty of Rs.50,000 on the company and Rs.1,000 per day on each officer in default, and the Registrar may strike off the name.
Close of the financial year (31 March)180 daysAOC-4Financial statements must be filed within 180 days of the financial-year close; late filing attracts an additional fee of Rs.100 per day per form with no upper cap, and continuing default may attract penalty under Section 137(3).
Withdrawal of consent by the nominee15 daysFresh nomination in Form INC-3On receiving the nominee's withdrawal, the sole member must nominate a new eligible person within 15 days and intimate the company, failing which the OPC lacks a valid nominee as required by Section 3(1) proviso.
Adoption of accounts by the sole member (deemed AGM date)60 daysMGT-7AThe abridged annual return in Form MGT-7A must be filed within 60 days of the deemed AGM date; late filing attracts an additional fee of Rs.100 per day and further penalty under Section 92(5).
Incorporation of the OPC (appointment of first auditor)30 daysBoard resolution (ADT-1 optional for first auditor)If the board or sole director fails to appoint the first auditor within 30 days, the member must appoint one within 90 days; continued default exposes the company and officers to penalty under Section 147.
Passing of the resolution to convert the OPC voluntarily30 daysINC-6The application for voluntary conversion into a private or public company must be filed within 30 days of the resolution by increasing members and directors and altering the MOA and AOA.
Change of nominee or intimation of nominee cessation to the Registrar30 daysINC-4The company must file Form INC-4 within 30 days of the change; default attracts the residuary penalty of Rs.10,000 plus Rs.1,000 per day of continuing default.

Deadline pressure points we see in Kellys: On the ground in Kellys, for the professional and salaried population of Kellys navigating personal-tax and home-office GST.

Forms Library

Forms used in this engagement

SPICe+ (INC-32)Simplified Proforma for Incorporating Company Electronically Plus

Integrated web form for name reservation (Part A) and incorporation (Part B) of the OPC, providing allotment of DIN for the sole director, PAN and TAN in a single application.

Filed at incorporation Central Registration Centre, MCA / Registrar of Companies
INC-33 and INC-34eMOA and eAOA

Electronic Memorandum of Association (INC-33) and Articles of Association (INC-34) filed as linked forms with SPICe+ Part B, setting out the OPC's objects, share capital, internal governance and the mandatory nominee clause.

Filed with SPICe+ at incorporation Central Registration Centre, MCA
INC-3Nominee Consent for OPC

Written consent of the person nominated to become the sole member on the subscriber's death or incapacity to contract; a mandatory attachment to SPICe+ and refiled whenever the nominee changes.

Filed with SPICe+ at incorporation; refiled on change of nominee Central Registration Centre, MCA
AGILE-PRO-S (INC-35)Application for GSTIN, EPFO, ESIC, Bank Account, Professional Tax and Shops registration

Linked form filed with SPICe+ to obtain GST registration, EPFO and ESIC numbers, a company bank account, and in applicable states professional-tax and shops-and-establishment registration, all in one application.

Filed with SPICe+ at incorporation MCA, routed to the respective authorities
AOC-4Filing of Financial Statements

Filing of the OPC's audited financial statements, comprising the balance sheet, statement of profit and loss, notes and the auditor's report, with the Registrar.

Within 180 days of the close of the financial year Registrar of Companies, MCA
MGT-7AAbridged Annual Return

Abridged annual return prescribed for OPCs and small companies from FY 2020-21, capturing shareholding, director and compliance particulars; it may be signed by the director without a company secretary.

Within 60 days of the deemed AGM date Registrar of Companies, MCA

OPC Incorporation in Kellys, Chennai 600010

Because PIN 600010 sits inside the Chennai North jurisdiction, the handling office for Kellys stays consistent across years, which matters when filings or approvals span cycles. Statutory correspondence for Kellys businesses routes through the Anna Nagar Division, so we align every OPC Incorporation engagement to that jurisdiction from the start. Businesses registered in Kellys share the Chennai North jurisdiction, and their statutory matters route through the same Anna Nagar Division each time. Kellys is a residential transit pocket bridging Kilpauk Anna Nagar and Vepery with mid-range housing and supporting retail.

The residential transit pocket mix of Kellys shapes what lands in our workpapers — a blend of education activity and the commercial pulse around Anna Nagar Roundtana. Freight and foot traffic from the Kellys Bus Stop hub pull steady daily commerce through Kellys, so there is rarely a quiet filing month in this residential transit pocket pocket. Most commerce in Kellys — invoices, expenses, purchases and statutory records — eventually surfaces in the OPC working file we maintain for clients here. Each OPC Incorporation cycle for Kellys reflects its commercial rhythm — invoices generated near Anna Nagar Roundtana, expenses routed through the Kellys Bus Stop freight network.

The business mix in Kellys centres on healthcare, and that sector carries its own OPC Incorporation quirks we plan for in advance. We have closed enough OPC Incorporation files for healthcare firms near Kellys to know where the department usually probes. For a healthcare business in Kellys, the OPC Incorporation scope is rarely generic; we tailor the checklist to how that sector actually transacts. The healthcare character of Kellys commerce influences everything from invoice formats to the supporting documents a OPC Incorporation review needs.

We keep a repeatable OPC checklist for Kellys so nothing in the cycle is improvised or missed. Working papers for Kellys OPC Incorporation engagements stay archived and retrievable, which makes any later notice or query straightforward to answer. Document intake for Kellys clients runs over WhatsApp, so there is no office visit and no paper shuffle for a OPC Incorporation engagement. Fixed-fee scoping means a Kellys business knows the OPC Incorporation cost up front, with no surprise additions mid-engagement.

Proximity to Kilpauk means a Kellys engagement can extend across the locality cluster with no change in cadence. Serving Kellys and Kilpauk from one team keeps OPC Incorporation turnaround identical across the cluster. From the same Kellys team we also serve Kilpauk and other nearby localities without re-onboarding clients. We treat Kellys and Kilpauk as one catchment for OPC Incorporation, which keeps documentation and turnaround consistent.

Common patterns in the Anna Nagar Division give Kellys businesses an early-warning map we use to pre-empt OPC issues. Over several cycles in Kellys, the recurring OPC Incorporation issues cluster around a predictable short list we screen for early. Sector signals in Kellys — seasonal education swings and peak-period volumes — shape how we schedule OPC work. Because we work repeatedly across Kellys, we can benchmark a new client's OPC Incorporation position against the locality norm.

Shifting principal place of business to Kellys means updating jurisdiction to the Chennai North, and we manage the paperwork end-to-end. When a Aminjikarai business expands into Kellys, we extend its OPC setup to PIN 600010 without disruption. New healthcare ventures in Kellys lean on us to stand up OPC Incorporation correctly before the first deadline rather than after a notice. We onboard new Kellys entities onto a OPC Incorporation cadence that is audit-ready from the very first cycle.

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Expert Guide

OPC Incorporation in Kellys — Complete Guide

OPC Incorporation for Kellys clients delivers the three foundational benefits unavailable to a sole proprietorship — separate legal personality under Section 9, limited liability of the sole member under Section 2(62), and perpetual succession through the INC-3 nominee mechanism under Rule 4. The sole member may also be the sole director, achieving complete owner-management unity within a body corporate framework.

OPC Incorporation in Kellys, Chennai

One Person Company registration for Kellys entrepreneurs is filed under Section 2(62) of the Companies Act 2013 read with Rule 3 of the Companies (Incorporation) Rules 2014 — SPICe+ Part B with INC-3 Nominee, DIN under Section 152(7) and Certificate of Incorporation typically within 7 to 10 working days.

OPC Registration Consultant in Kellys — SPICe+ Specialist

A dedicated OPC consultant in Kellys drafts SPICe+ Part B (INC-32), eMoA (INC-33), eAoA (INC-34) and INC-3 Nominee Consent, secures Class 3 DSC, applies for DIN under Section 152(7) and coordinates AGILE-PRO-S for PAN, TAN, GSTIN, EPFO, ESIC and bank account opening in a single integrated filing.

Section 122 Deemed Resolution & MGT-7A — Post-Incorporation Compliance

OPCs in Kellys comply via Section 122 deemed resolutions, Section 173(5) half-yearly board meetings (90-day gap), AOC-4 within 180 days from FY-end and MGT-7A simplified annual return within 60 days of deemed AGM date — all handled under our Professional and Premium plans.

OPC vs Private Limited & Voluntary Conversion under Section 18

For Kellys businesses scaling beyond single-founder operations, voluntary conversion of OPC to private limited under Section 18 read with the amended Rule 6 (post 01-April-2021) is filed via Form INC-6 — mandatory thresholds were removed by the Companies (Incorporation) Second Amendment Rules 2021.

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Key Facts — OPC Incorporation in Kellys
SPICe+ Part B (INC-32) drafted for Kellys clients with eMoA (INC-33), eAoA (INC-34), INC-3 Nominee Consent and AGILE-PRO-S — single integrated filing under Rule 38.
INC-3 Nominee Consent with PAN, Aadhaar and written consent of the nominee — mandatory under Rule 4 of the Companies (Incorporation) Rules 2014.
Residency check under Rule 3(1) — reduced from 182 to 120 days by the Companies (Incorporation) Second Amendment Rules 2021; NRIs eligible from FY 2021-22.
Mandatory conversion thresholds (paid-up ₹50L / turnover ₹2 crore) confirmed REMOVED with effect from 01-April-2021 — voluntary conversion only via INC-6 under Section 18.
DIN allotted within SPICe+ under Section 152(7) — no separate DIR-3 required; Class 3 DSC procured for the sole member-director and the nominee where required.
Section 173(5) half-yearly board meeting calendar set for Kellys clients — one meeting in each half of calendar year with a minimum 90-day gap.
Section 122 deemed resolutions and minutes book maintained — sole member's signed and dated minutes constitute resolutions passed at a general meeting under Section 122(3).
AOC-4 filed within 180 days of FY-end and MGT-7A simplified annual return filed within 60 days of deemed AGM date under Section 92(1) read with Rule 11(1).
Section 115BAA at 22% and Section 115BAB at 15% concessional tax regimes evaluated at incorporation for Kellys OPCs — election filed in Form 10-IC / 10-ID in the first year.
Voluntary conversion to Private Limited under Section 18 read with amended Rule 6 — Form INC-6 with special resolution under Section 122 and increase in members to at least two.
People Also Ask — OPC in Kellys
Who can incorporate a One Person Company in India?
Under Rule 3 of the Companies (Incorporation) Rules 2014, only a natural person who is an Indian citizen and resident in India for at least 120 days in the immediately preceding financial year (reduced from 182 days post Companies (Amendment) Act 2021) may incorporate an OPC. NRIs (Indian citizens resident outside India) became eligible from 01-April-2021. Each natural person may incorporate only one OPC and be nominee in only one OPC.
Are the mandatory conversion thresholds for OPC still in force?
No. The earlier mandatory conversion thresholds — paid-up capital exceeding ₹50 lakh or average annual turnover exceeding ₹2 crore — were omitted by the Companies (Incorporation) Second Amendment Rules 2021 with effect from 01-April-2021. Conversion is now only voluntary, filed via Form INC-6 under Section 18 read with the amended Rule 6. An OPC may continue to grow without forced conversion.
What is the role of the nominee in an OPC?
The nominee, named in Form INC-3 at the time of incorporation under Rule 4, is the natural person who will become the member of the OPC in the event of the sole member's death or incapacity to contract. The nominee is not a director, has no rights during the lifetime of the member, and may withdraw consent at any time under Rule 4(3) requiring fresh nomination within 15 days.
Is an OPC required to hold an Annual General Meeting?
No. The proviso to Section 96(1) of the Companies Act 2013 exempts OPCs from holding an Annual General Meeting. Annual financial statements are adopted via Section 122 deemed resolutions — the sole member's communication recorded in the minutes book signed and dated by the member. The date of such entry is treated as the deemed AGM date for filing AOC-4 within 180 days and MGT-7A within 60 days.
What is Form MGT-7A and how does it differ from MGT-7?
Form MGT-7A is the simplified Annual Return prescribed under Section 92(1) read with Rule 11(1) of the Companies (Management and Administration) Rules 2014 for OPCs and small companies. Compared to the full MGT-7, MGT-7A omits shareholder details, indebtedness analysis and several certifications, requires no PCS certification (Form MGT-8), and is filed within 60 days from the deemed AGM date for the OPC.
Can an OPC carry on Non-Banking Financial Investment activities?
No. Rule 3(6) of the Companies (Incorporation) Rules 2014 expressly prohibits an OPC from carrying out Non-Banking Financial Investment activities including investment in securities of any body corporate. NBFC business, mutual fund management, stock broking and similar SEBI/RBI-regulated activities require a private or public limited company structure with appropriate regulatory licences.
Is an OPC required to hold an Annual General Meeting?

No. Under the proviso to Section 96(1) of the Companies Act 2013, the provisions relating to AGM do not apply to a One Person Company. The annual financial statements still require adoption — this is achieved through Section 122 by a resolution communicated by the sole member to the company and entered in the minutes...

How does Section 122 deemed resolution work for an OPC?

Section 122(3) provides that for matters required to be transacted at an AGM or other general meeting, the resolution is deemed passed when communicated by the sole member to the company and recorded in the minutes book maintained under Section 118. The minutes must be signed and dated by the member and the date of...

How frequently must an OPC hold board meetings?

Section 173(5) provides that an OPC, small company, dormant company or one-person company having only one director is exempt from compliance with Section 173(1) (minimum four meetings per year). It must hold at least one board meeting in each half of a calendar year and the gap between two meetings shall not be less than...

What annual returns and financial statements must an OPC file?

An OPC files Form AOC-4 (financial statements) within 180 days from the close of the financial year under Section 137(1) — the standard 30-day window from AGM does not apply because there is no AGM. The annual return is filed in Form MGT-7A (the simplified return for OPCs and small companies) under Section 92(1) read...

Is statutory audit mandatory for an OPC regardless of turnover?

Yes. Section 139 read with Section 141 mandates appointment of a statutory auditor for every company incorporated under the Act, including OPCs, irrespective of paid-up capital or turnover. The first auditor is appointed by the Board within 30 days of incorporation under Section 139(6); subsequent auditors are appointed for a five-year term. There is no...

Is an OPC exempt from preparing a cash flow statement?

Yes. Under the proviso to Section 2(40) of the Companies Act 2013, the financial statement of an OPC, small company and dormant company need not include a cash flow statement. The financial statement therefore comprises only the balance sheet, statement of profit and loss and notes to accounts — reducing accounting and audit overhead substantially...

What Kellys clients want to know before signing: On the ground in Kellys, in the residential transit pocket micro-market of Kellys.

Expert Guide

A complete walkthrough — Opc Registration

Reading this guide locally — Across Kellys, around the Kellys Junction catchment of Kellys.

What is OPC Incorporation and when is it required

Service overview

OPC Incorporation in Chennai () is processed end-to-end by qualified Company Secretaries and Chartered Accountants at FilingPro under Section 2(62) of the Companies Act 2013 read with Rule 3 of the Companies (Incorporation) Rules 2014. We file SPICe+ Part B (INC-32) with eMoA (INC-33), eAoA (INC-34), INC-3 Nominee Consent and AGILE-PRO-S in a single integrated application — Certificate of Incorporation typically delivered within 7 to 10 working days. Documents are accepted entirely on WhatsApp and no office visit is required.

Why opc incorporation matters for your business

Separate Legal Personality Under Section 9

Section 9 confers separate legal personality on the OPC from the date of incorporation — the OPC can sue and be sued in its own name, hold property in its own name and contract independent of the sole member.

Perpetual Succession via INC-3 Nominee

Through the INC-3 nominee mechanism under Rule 4, the OPC continues uninterrupted on the sole member's death or incapacity — the nominee automatically becomes the new member, eliminating the dissolution risk inherent to a sole proprietorship.

No AGM Requirement Section 96(1)

The proviso to Section 96(1) exempts OPCs from holding Annual General Meetings. Chennai member-directors transact statutory business through Section 122 deemed resolutions — saving the cost, formality and timing constraints of physical AGMs.

How the engagement runs end to end

Eligibility Assessment & Name Reservation

Rule 3 eligibility verified for the Chennai member — Indian citizen, 120-day residency check (or NRI eligibility post-2021), no existing OPC membership or nomination. Two proposed names submitted via SPICe+ Part A (or RUN if needed) under Section 4(2) — name available for 20 days.

DSC & DIN Preparation

Class 3 DSC procured for the sole member-director and the nominee where applicable — Aadhaar e-KYC route preferred for same-day issue. DIN application embedded within SPICe+ Part B under Section 152(7) — no separate DIR-3 fee.

SPICe+ Part B & Linked Forms Drafting

SPICe+ Part B (INC-32) drafted with promoter, director, registered office, capital structure, MoA object clauses (Main Object aligned with intended business). eMoA (INC-33), eAoA (INC-34), INC-3 Nominee Consent, INC-9 Subscriber Declaration and AGILE-PRO-S (PAN, TAN, GSTIN, EPFO, ESIC, bank) attached.

What FilingPro brings to the engagement

SPICe+ Part B Filed Right First Time

Every SPICe+ Part B (INC-32) application is reviewed for completeness, name compliance with Section 4(2), MoA object clauses, AoA Article alignment and INC-3 nominee details before submission. Chennai clients have a near-zero RSUB rejection record.

INC-3 Nominee Consent Drafted Tight

The nominee's written consent in Form INC-3 along with PAN, Aadhaar and full address is drafted and notarised correctly under Rule 4 of the Companies (Incorporation) Rules 2014 — eliminating the most common Registrar query at SPICe+ scrutiny.

DIN Allotted Within SPICe+

DIN for the sole member-director is allotted within SPICe+ under Section 152(7) — no separate DIR-3 application or fee. Chennai clients receive a clean DIN with the Certificate of Incorporation.

What Kellys clients usually ask next: On the ground in Kellys, for the professional and salaried population of Kellys navigating personal-tax and home-office GST.

Glossary

Plain-English glossary for this service

SPICe+

Form SPICe+ is the statutory form prescribed for opc incorporation engagements under the applicable Act. It carries the information set required by the prescribed authority and follows the timeline set by the relevant section or rule.

INC-32

Form INC-32 is the statutory form prescribed for opc incorporation engagements under the applicable Act. It carries the information set required by the prescribed authority and follows the timeline set by the relevant section or rule.

INC-3 Nominee

Form INC-3 Nominee is the statutory form prescribed for opc incorporation engagements under the applicable Act. It carries the information set required by the prescribed authority and follows the timeline set by the relevant section or rule.

Companies Act 2013 Section 2(62) and Rule 4

Companies Act 2013 Section 2(62) and Rule 4 is the operative provision of the Statutory Reference that governs opc incorporation in the present context. It sets the substantive obligation, the procedural pathway and the consequences of non-compliance.

nominee withdrawal procedure

nominee withdrawal procedure is a recurring compliance risk in opc incorporation engagements. Identifying it early in the workflow lets the practitioner mitigate the exposure before it ripens into an adverse statutory consequence.

conversion to private limited at threshold

conversion to private limited at threshold is a recurring compliance risk in opc incorporation engagements. Identifying it early in the workflow lets the practitioner mitigate the exposure before it ripens into an adverse statutory consequence.

annual return MGT-7A

annual return MGT-7A is a recurring compliance risk in opc incorporation engagements. Identifying it early in the workflow lets the practitioner mitigate the exposure before it ripens into an adverse statutory consequence.

Cost of Non-Compliance

Real-world penalty exposure

Numerical examples showing tax + interest + penalty across common default scenarios.

ScenarioBase taxInterestPenaltyTotal
OPC in {{area_name}} commenced business and borrowed without filing INC-20A within 180 days of incorporationNil (incorporation matter)NilRs.50,000 on the company plus Rs.1,000 per day on the director, director cap Rs.1,00,000Rs.50,000 + per-day fine
Financial statements in AOC-4 filed 100 days after the 180-day deadlineNilNilRs.100 per day additional fee with no cap = Rs.10,000 for 100 daysRs.10,000 additional fee
Abridged annual return MGT-7A filed 60 days lateNilNilRs.100 per day additional fee = Rs.6,000 for 60 daysRs.6,000 additional fee
Change of nominee not intimated to the Registrar in Form INC-4 within 30 daysNilNilRs.10,000 plus Rs.1,000 per day of continuing default under the residuary penaltyRs.10,000 + per-day fine
Director of the OPC missed the DIR-3 KYC deadline of 30 September and the DIN was deactivatedNilNilRs.5,000 reactivation fee per DIN; all e-filings requiring the director's DSC are blocked until reactivationRs.5,000 per DIN
OPC sought to be incorporated to carry on non-banking financial investment activity in securitiesNilNilIncorporation objects invalid; the OPC cannot be incorporated for such activity and the filing is liable to rejection or actionFiling rejected

How Kellys businesses typically avoid these: On the ground in Kellys, the business activity radiating outward from Kellys Junction and nearby commercial pockets; for the professional and salaried population of Kellys navigating personal-tax and home-office GST.

By Industry

Industry-specific patterns in Kellys

How the local trade mix shapes this — Across Kellys, the business activity radiating outward from Kellys Junction and nearby commercial pockets.

IT Services
Common issue: Freelance developers and solo IT founders in Chennai often start as proprietors and only consider an OPC once overseas clients demand a body corporate. Two problems then recur. First, they draft a narrow eMOA object such as software services to domestic clients, which later blocks SaaS licensing, product sales or receiving foreign equity without a Section 13 object amendment. Second, they underestimate export-linked compliance: an OPC billing foreign clients needs GST registration, often as an exporter under a Letter of Undertaking, a current account able to receive inward remittances with FIRCs, and correct place-of-supply treatment. Because there is only one director, they also tend to neglect the annual AOC-4 and MGT-7A filings, assuming a single-member company has no real compliance, and then accumulate Rs.100-per-day additional fees.
How we handle it: Draft the eMOA object broadly to cover software development, IT-enabled services, SaaS and digital-product distribution, and cross-reference the relevant NIC codes in SPICe+ Part B so future pivots need no amendment. File AGILE-PRO-S at incorporation to obtain GSTIN and a current account together, and register a Letter of Undertaking so exports can be billed without IGST. Name an eligible nominee in Form INC-3 who is not already the nominee of another OPC. After incorporation, file INC-20A within 180 days on receipt of subscription money, appoint the first auditor within 30 days, and set a compliance calendar keyed to the 180-day AOC-4 and 60-day MGT-7A deadlines. Retain FIRCs and reconcile GST returns with foreign-remittance receipts each quarter.
Professional Services
Common issue: Independent consultants in management, HR, marketing and technology often incorporate an OPC to present a corporate identity to enterprise clients who insist on contracting with a company rather than an individual. A frequent issue is nominee eligibility: they casually name a relative in Form INC-3 without checking that the person is an Indian-citizen natural person, is not a minor, and is not already a member or nominee of another OPC, which triggers a SPICe+ resubmission. Another is the assumption that regulated professions can be practised through an OPC; statutory practice by chartered accountants, company secretaries or advocates is restricted by their professional bodies, so only advisory and consulting activity is appropriate. Many also ignore that an OPC still requires annual filings and director KYC to stay compliant.
How we handle it: Before filing, confirm nominee eligibility against Rule 3 and obtain fresh consent in Form INC-3, keeping a backup candidate ready. Where the founder is a regulated professional, restrict the OPC's object to permitted management, technology or business-advisory activity and keep statutory practice outside the company. Set the eMOA object wide enough to cover the full advisory scope and list matching NIC codes. After incorporation, file INC-20A within 180 days, appoint the first auditor within 30 days, and complete DIR-3 KYC by 30 September each year to keep the DIN active. Calendar AOC-4 within 180 days of year-end and MGT-7A within 60 days of the deemed AGM, and note that the OPC annual return can be signed by the director without a company secretary.
D2C Retail
Common issue: Single-founder direct-to-consumer brands in skincare, apparel, packaged foods and home goods often incorporate an OPC to build a defensible brand and limited liability before scaling online sales. The most common friction is name reservation: founders pick a name resembling an existing company or a registered trademark, and the Central Registration Centre rejects it under Rule 8 and 8A, costing a fresh fee and time. A second issue is product-specific licensing overlooked at incorporation, such as FSSAI for food, cosmetic rules for skincare, and legal-metrology requirements for packaged goods, none of which the eMOA object anticipates. Founders selling on marketplaces also underestimate GST place-of-supply, e-commerce TCS credits and returns handling, and frequently forget INC-20A before commencing sales.
How we handle it: Run an MCA master-data search and a Trade Marks Registry search before filing SPICe+ Part A, and apply with two distinctive alternatives aligned to the OPC's object. Draft the eMOA to expressly cover manufacture and online sale of the specific product category and list the correct NIC codes. Sequence the licences: obtain GSTIN through AGILE-PRO-S, then FSSAI or cosmetic licensing as applicable before the first dispatch. File INC-20A within 180 days on receipt of subscription money so the company can lawfully commence business and open marketplace seller accounts. Reconcile marketplace TCS credits in GST returns monthly, and calendar the OPC's AOC-4 and MGT-7A annual filings to avoid the Rs.100-per-day additional fee.
Consulting
Common issue: Solo strategy, finance and operations consultants use an OPC to sign larger engagements and to separate personal assets from business liability. A recurring theme is the mistaken belief that an OPC must convert to a private limited company once it crosses two crore rupees of paid-up capital or twenty crore rupees of turnover, a threshold that the Companies (Incorporation) Second Amendment Rules 2021 abolished, leading some to convert prematurely and take on an unwanted second shareholder. The opposite error also occurs: founders who genuinely need outside equity or a co-founder try to bring them in without realising an OPC can have only one member and requires a formal conversion first. Compliance neglect is common too, with unfiled AOC-4 and MGT-7A and missed DIR-3 KYC.
How we handle it: Advise clearly that there is no longer any mandatory conversion, so a growing OPC can remain an OPC indefinitely. Convert only when there is a real reason, such as admitting an investor or co-founder, using Rule 6 and Form INC-6 with altered MOA and AOA and the required resolutions, on the founder's own timeline. Keep the eMOA object broad enough to cover the consulting scope so no amendment is needed as services expand. Maintain a compliance calendar covering INC-20A within 180 days, first-auditor appointment within 30 days, AOC-4 within 180 days of year-end, MGT-7A within 60 days of the deemed AGM, and DIR-3 KYC by 30 September to keep the DIN active and avoid director disqualification.
Media and Content
Common issue: Solo content creators, designers, video producers and studio founders in Chennai increasingly incorporate an OPC to invoice brands, agencies and platforms that will not pay individuals or that deduct TDS awkwardly against a personal PAN. A frequent issue is a too-narrow eMOA object, such as graphic design services, that later obstructs allied revenue like licensing, merchandising, ad-revenue sharing or training. Creators earning platform payouts and foreign ad revenue often mishandle GST on export of services and neglect FIRC documentation for inward remittances. Because the work is solo and irregular, annual filings slip: AOC-4 and MGT-7A go unfiled and accumulate Rs.100-per-day fees, and DIR-3 KYC lapses, deactivating the director's DIN and freezing all e-filings.
How we handle it: Draft the eMOA object to cover design, content production, digital media, licensing and training so the OPC can diversify revenue without a Section 13 amendment, and list the relevant NIC codes in SPICe+ Part B. Register GST through AGILE-PRO-S and, where services are exported to overseas platforms, file a Letter of Undertaking to bill without IGST and retain FIRCs for each remittance. File INC-20A within 180 days and appoint the first auditor within 30 days. Automate a compliance calendar for the 180-day AOC-4, 60-day MGT-7A and 30-September DIR-3 KYC deadlines. Keep a simple monthly bookkeeping routine so irregular, lumpy creator income is captured accurately for the annual accounts and GST returns.
Case Studies

Anonymised engagements we have handled

Real client situations (names changed); illustrative of the kind of work we do.

Name reservationD2C Retail

OPC name rejected for resemblance to an existing trademark and company

Issue: A solo founder launching a direct-to-consumer skincare brand applied through SPICe+ Part A for a name closely resembling an existing registered company and a trademarked brand. The Central Registration Centre rejected the name under Rule 8 and 8A of the Companies (Incorporation) Rules 2014 as undesirable and too similar to an existing mark, costing the founder a fresh fee and roughly two weeks.
Approach: We ran an MCA master-data search and a Trade Marks Registry public search before re-applying, and prepared two distinctive alternatives built around a coined element to avoid phonetic and conceptual conflict. We aligned the proposed name with the OPC's main object, namely manufacture and online sale of cosmetics, and cited the founder's own pending trademark application as supporting material.
Outcome: The alternative name was approved on the second attempt within a few working days, and SPICe+ Part B was filed immediately thereafter. The OPC was incorporated with a clean, defensible brand name, and the founder proceeded to secure the matching trademark class for the brand.
NomineeProfessional Services

Nominee ineligible because he was already the nominee of another OPC

Issue: An independent management consultant preparing to incorporate an OPC named his brother as nominee in Form INC-3. During pre-filing checks it emerged that the brother was already recorded as the nominee of another family member's OPC. Rule 3 of the Companies (Incorporation) Rules 2014 bars a person from being the nominee of more than one OPC, so proceeding would have drawn a SPICe+ resubmission notice and delayed incorporation.
Approach: We paused the filing and reviewed alternative nominees against Rule 3, checking that the candidate was a natural person, an Indian citizen, not a minor, and not already a member or nominee of another OPC. The consultant's spouse qualified. We obtained fresh consent in Form INC-3, updated the nominee clause in the eMOA, and separately confirmed that the consultant himself was not a member or nominee of any other OPC.
Outcome: SPICe+ was filed clean at the first attempt with a compliant nominee, avoiding a resubmission notice from the Central Registration Centre. Incorporation completed within 8 working days, and we left the client a standing note to file Form INC-4 promptly should the nominee ever change.
EligibilityConsulting

NRI founder incorporating an OPC after the 2021 rule relaxation

Issue: A management consultant who had recently relocated to Dubai wanted to incorporate an OPC in Chennai to service his Indian clients. Under the pre-2021 rules an OPC could be formed only by a person resident in India for at least 182 days, which appeared to disqualify him and was pushing him toward a costlier private limited structure with a nominee director he did not want.
Approach: We confirmed that the Companies (Incorporation) Second Amendment Rules 2021 had reduced the residency period to 120 days and expressly permitted Non-Resident Indians to incorporate OPCs, so as an Indian citizen he was eligible. We arranged apostilled identity and address proofs for his DSC, drafted the eMOA and AOA, named a resident nominee in Form INC-3, and filed SPICe+ together with AGILE-PRO-S.
Outcome: The OPC was incorporated without resorting to a two-member private limited company, saving the founder the cost and governance overhead of an unnecessary second shareholder. He retained sole ownership while operating from abroad, and we set up a compliance calendar covering INC-20A, AOC-4, MGT-7A and annual DIR-3 KYC.
ConversionIT Services

Established OPC advised it no longer faces mandatory conversion, then converts voluntarily to raise equity

Issue: A profitable single-founder software OPC in {{area_name}} had crossed the old two-crore paid-up and twenty-crore turnover marks and believed it was legally compelled to convert into a private limited company. Separately, the founder had received a term sheet from an angel investor who required equity, which is impossible in an OPC because it can have only one member.
Approach: We clarified that the Companies (Incorporation) Second Amendment Rules 2021 had abolished the mandatory conversion thresholds, so there was no forced conversion. To admit the investor, however, we recommended a voluntary conversion into a private limited company under Rule 6 by increasing members and directors and filing Form INC-6, along with altered MOA and AOA and the necessary resolutions on the founder's own timeline.
Outcome: The founder avoided an unnecessary panic-driven conversion and instead converted deliberately to onboard the investor. The company completed the conversion and the funding round closed, with the founder retaining majority control and the OPC's compliance history carried forward into the private limited company.

Why these Kellys engagements look the way they do: On the ground in Kellys, the business activity radiating outward from Kellys Junction and nearby commercial pockets; for the professional and salaried population of Kellys navigating personal-tax and home-office GST.

Client Reviews

What Kellys Clients Say

Ramesh K
OPC Incorporation
“Incorporated my OPC through FilingPro in 9 working days — SPICe+ Part B was clean on first submission, INC-3 nominee consent was drafted properly with my brother as nominee and the Certificate of Incorporation along with PAN and TAN arrived together. Bank account opened the next week.”
2 weeks agoVerified Client
Priya S
OPC Incorporation
“FilingPro explained the post-2021 amendment clearly — that the ₹50 lakh and ₹2 crore mandatory conversion thresholds are no longer applicable. I was about to incorporate as a Private Limited unnecessarily. They saved me from unnecessary compliance and the OPC route was perfect for my consultancy.”
1 month agoVerified Client
Anand V
OPC Incorporation
“As an NRI working in Dubai with Indian citizenship I was told by another consultant that I cannot incorporate an OPC. FilingPro clarified the Companies (Amendment) Act 2021 position and confirmed eligibility from FY 2021-22 onwards. SPICe+ filed and Certificate received in 12 working days.”
3 months agoVerified Client
Sundari M
OPC Incorporation
“Switched my proprietorship to an OPC structure for liability protection on my growing e-commerce business. FilingPro handled the new OPC incorporation and guided me on closing the proprietorship GSTIN and migrating to the OPC GSTIN through the AGILE-PRO-S route. Smooth transition.”
6 weeks agoVerified Client
Karthik R
OPC Incorporation
“Required voluntary conversion of my OPC to Private Limited after raising angel investment. FilingPro filed INC-6 with the special resolution under Section 122, increased members to two and the new Certificate of Incorporation as a Private Limited was issued in 15 working days. Cap table and term sheet review was also included.”
2 months agoVerified Client
Divya P
OPC Incorporation
“FilingPro set up my OPC's full statutory register pack — MBP-1, MGT-1, SH-2, SH-3 and MA-1 — along with the first board meeting minutes and Section 173(5) half-yearly calendar. AOC-4 and MGT-7A filing dates were also calendared. Genuinely thorough post-incorporation handover.”
4 months agoVerified Client
4.9
312+ reviews
500+
Active Clients
15+
Years Exp
5★
4★
3★
Common Questions

OPC FAQ — Kellys

Common questions from Kellys clients. Call 9566-068-468 for specific queries.

A One Person Company is defined under Section 2(62) of the Companies Act 2013 as a company which has only one person as a member. It is a private company by default under Section 3(1)(c) and enjoys separate legal personality with limited liability — unlike a sole proprietorship the member's exposure is limited to unpaid subscription on shares. The OPC structure was introduced on the recommendation of the Dr. J.J. Irani Committee Report and operationalised through the Companies (Incorporation) Rules 2014.
Following the Companies (Amendment) Act 2021 and the consequential MCA Notification dated 01-Feb-2021, the residency threshold under Rule 3(1) was reduced from 182 days to 120 days during the immediately preceding financial year. Effective 01-April-2021 NRIs (Indian citizens resident outside India) are also permitted to incorporate OPCs — a significant liberalisation removing the earlier resident-only restriction.
Yes. Every OPC engagement is handled with strict confidentiality — your documents and data are used only for your work and never shared. Kellys clients deal with the same trusted team throughout, so your information stays in one place.
GST registration is governed by Section 22 of the CGST Act 2017 — mandatory once aggregate turnover crosses ₹40 lakh for goods or ₹20 lakh for services in Tamil Nadu, or where any Section 24 trigger applies (inter-state supply, e-commerce listing, RCM liability). Incorporation of an OPC does not by itself trigger GST registration — turnover and Section 24 triggers must be assessed independently.
Form INC-3 is the nominee consent form prescribed under Rule 4 of the Companies (Incorporation) Rules 2014. The sole member must nominate a natural person who, in the event of the member's death or incapacity to contract, becomes the member of the OPC. Without a duly executed and filed INC-3 the SPICe+ Part B (Form INC-32) cannot be processed — the nominee's name, PAN, Aadhaar, address and written consent are mandatory attachments.
Yes — we handle OPC Incorporation for individuals and businesses across Kellys (PIN 600010) and nearby Vepery. The work is done end-to-end by our own team, with documents collected online over WhatsApp or email and in-person meetings available at our Maduravoyal and Nerkundram offices. Call 9566-068-468 to begin.
No. Rule 3(6) of the Companies (Incorporation) Rules 2014 prohibits an OPC from carrying out Non-Banking Financial Investment activities including investment in securities of any body corporate. NBFC business, mutual fund manager, stock broker, and similar SEBI/RBI-regulated activities are not permitted within the OPC structure — these require a private or public limited company with appropriate regulatory registration.
Section 455 read with the Companies (Miscellaneous) Rules 2014 allows a company including an OPC formed for a future project or holding an asset/IP without significant accounting transactions to obtain dormant status by filing Form MSC-1. Annual MSC-3 return is filed and minimal compliance is required for up to five years, after which active status must be restored or the company strike-off considered.
Yes. Beyond OPC Incorporation, we cover GST, income tax, TDS, company and LLP registrations, digital signatures, audits and finance documentation — so Kellys clients keep all their compliance under one roof. Ask us about anything on 9566-068-468.
OPC incorporation is filed via the integrated SPICe+ Part B (Form INC-32) along with linked forms — eMoA (INC-33), eAoA (INC-34), AGILE-PRO-S for GSTIN/EPFO/ESIC/Profession Tax/Bank Account, and INC-3 nominee consent. The proposed name is reserved either through SPICe+ Part A or RUN. Class 3 DSC of the member-director and Class 3 DSC of the nominee are required. DIN is allotted within SPICe+ for the sole director under Section 152(7).
Yes. The Companies Act 2013 permits the sole member to also be the sole director, achieving owner-manager unity with limited liability. In that case the deemed-resolution mechanism under Section 122(4) and the Section 173(5) proviso apply — board resolutions are entered and signed in the minutes book by the single director, and member resolutions are likewise communicated and recorded by the single member.
Yes. We handle OPC Incorporation for salaried individuals, proprietors, partnerships, LLPs and private limited companies across Kellys. Whatever your structure, we scope the OPC work to fit it — call 9566-068-468 to discuss yours.
Section 193 of the Companies Act 2013 mandates that where an OPC limited by shares or guarantee enters into a contract with the sole member who is also the director, otherwise than in the ordinary course of business, the terms of the contract shall be in writing or contained in a memorandum, recorded in the minutes of the first board meeting after entering into the contract, and intimated to the Registrar in Form MGT-14 within 15 days of approval.
Yes. A private limited company with paid-up capital not exceeding ₹50 lakh and average annual turnover not exceeding ₹2 crore in three preceding financial years may convert into an OPC under Rule 7 of the Companies (Incorporation) Rules 2014 by passing a special resolution under Section 122, obtaining no-objection from creditors and existing members, and filing Form INC-6 — provided the converting company has only one shareholder remaining post-conversion.
Under Section 152(7) read with Section 149(1), an OPC must have a minimum of one director and may have up to fifteen directors (extendable beyond 15 by a special resolution). The number of members is fixed at one — the sole subscriber. The same individual may simultaneously be the sole member and the sole director, achieving complete ownership-management unity within a body corporate framework.
Yes. Section 139 read with Section 141 mandates appointment of a statutory auditor for every company incorporated under the Act, including OPCs, irrespective of paid-up capital or turnover. The first auditor is appointed by the Board within 30 days of incorporation under Section 139(6); subsequent auditors are appointed for a five-year term. There is no small-company or threshold exemption from statutory audit for an OPC.

Across Kellys we look after firms on Brick Klin Road, EVR Periyar Salai, Gangadeeshwar Koil Street, Millers Road and Purasawalkam High Road as well as the Raja Annamalai Road, Balfour Road, Dr Alagappa Road and Gengu Reddy Road corridors — local OPC without the cross-city travel.

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