One Person Company (OPC) Compliance and Annual Filing

ONE PERSON COMPANY- REGARDING HOLDING OF BOARD MEETING, ANNUAL GENERAL MEETING AND FILING OF FINANCIAL STATEMENTS

  1. Meetings of Board {Section 173(5)}
  • At least one meeting of the Board of Directors to be conducted in each half of a calendar year
  • Gap between the two meetings should not be less than ninety days
  • Exemption – if company has only one director.
  1. Holding of Board Meetings

The company shall hold two board meetings once in a year with a gap of 6 months. (i.e. January to June and July to December).

  1. Holding of Annual General Meeting

As per Section 139 (1) OPC has to hold its first Annual General meeting of members to appoint Statutory Auditor of company who shall hold office from conclusion of first AGM till conclusion of sixth AGM.

  1. Financial Statements i.e. Balance sheet and Profit and Loss Account
  • The financial statements of a one person company shall be signed by one director alone. As per section 137(1) Third Proviso, Financial statements shall be adopted and signed in Board meeting and filed within 180 days from 31.03.2017 with ROC.
  • Cash Flow Statement is not a mandatory part of financial statements for a One Person Company.
  • The annual return of a One Person Company shall be signed by the company secretary, or where there is no company secretary, by the director of the company as per Section 92 of Companies Act 2013.
  1. Filing of Annual forms with Government

Financial Statement:- It shall cover Balance sheet, Profit or loss account, Auditor’s report, Notes of accounts 

A B
Type of form Companies Act 2013
Financial Statement, Profit or loss statement e-form AOC-4
Annual Return e-form MGT-7

 Due Dates of filing e-forms and mandatory attachments with Government

Type of e-form  Due Dates Mandatory attachments to e-form
AOC-4 29th September, 2017. Copy of Financial Statements
MGT-7 29th September, 2017. Copy of Annual return  (MGT-9)

 Exemptions available to OPCs under the Companies Act, 2013

              1. Section 98. Power of Tribunal to call meetings of members.

  1. Section 100. Calling of extraordinary general meeting.
  2. Section 101. Notice of meeting.
  3. Section 102. Statement to be annexed to notice.
  4. Section 103. Quorum for meetings.
  5. Section 104. Chairman of meetings.
  6. Section 105. Proxies.
  7. Section 106. Restriction on voting rights.
  8. Section 107. Voting by show of hands.
  9. Section 108. Voting through electronic means.
  10. Section 109. Demand for poll.
  11. Section 110. Postal ballot.
  12. Section 111. Circulation of members’ resolution.

Simplified Proforma for Incorporating Company Electronically (SPICe)

Simplified Proforma for Incorporating Company Electronically (SPICe) As you must be aware that for incorporating a Private limited company with minimum two members and two director or One Person company having one director and one member, it required to submit lots of documents and information, also required to file E-form INC-7, DIR-12 and INC-22 while […]

Relaxation of additional fees and extension of time for filing of e-forms

Considering the technical glitches being observed in the MCA Website, there is some relief to existing stake holders about filing of e-forms which are due for filing between 25.03.2016  to 30.06.2016 with  Ministry of Corporate Affairs. The Government has provided relaxation of additional fees and extension of time for filing e-forms under Companies Act 2013 […]

New Simplified Process of Incorporation of Company in India

New Simplified Process of Incorporation of Company in India Applicable Sections governing INC-29 : 4, 7, 12, 152 and 153 of the Companies Act, 2013 along with relevant rules The Government of India has notified on 1st May 2015, a new system of incorporation of Private or Public limited company. It has introduced easy method […]

THE COMPANIES (AMENDMENT) ACT, 2015 – Highlights

THE COMPANIES (AMENDMENT) ACT, 2015 After implementation of New Companies Act 2014, the Government has made changes in provisions of the New Companies Act 2014 and published “Companies Amendment Act 2015” on 25.05.2015.  This Act came into force on 26.05.2015. The amendment has been made in the requirement of paid up capital, common seal, filing […]

Procedure of OPC (One Person Company) Formation, in India

Step by step guide to Formation / Registration / Incorporation of a OPC (One Person Company) , in India. Dilemma…while starting up a business the first question comes to anyone’s mind is, should I start it as a Proprietorship firm or make it a Partnership firm with someone I trust, or register it as a […]

Not filed Annual Return? Grab this opportunity through CLSS 2014

Updated as on : 15th November, 2014. CLSS gets extension for another month (extended till 31’st December , 2014). Refer: General Circular no. 44/2014 dated 14.11.2014 I do get a lot of questions from the business owners who had incorporated their ventures but never filed any Annual returns so far, either due to less / NIL business […]

282 Sections notified (Companies Act 2013) & it’s comparison with Companies Act 1956

Reference: Circular number. 07/2014 dated 01.04.2014 by Ministry of Corporate Affairs. Dissemination of Information with regards to provisions of the Companies Act, 2013 as notified till date vis-à-vis the corresponding provisions of the Companies Act 1956. The Ministry of Corporate Affairs had notified 98+1 sections on 12.09.2013 and 183 sections w.e.f 01.04.2014 of the Companies […]

Definitions – As per Section 2 of Companies Act 2013

As we delve deeper into understanding the Companies Act 2013, it is also important to understand the definitions of some of the Company law terms. Following table describes the terms defined by the Companies Act 2013 (as notified by the Government on 01.04.2014). Section Title Definitions Clause (1) Abridged prospectus “Abridged prospectus” means a memorandum […]

Implementation of 183 sections of the Companies Act, 2013

The most awaited New Companies Act,2013 is being  rolled out /will be in effect starting from April 1’st, 2014 – according to the notification issued by Ministry of Corporate Affairs, dated 26th March, 2014. Following 183 sections or part thereof of Companies Act  2013 mentioned there-under will become applicable from April 1’st, 2014 and corresponding provisions […]

Foreign Direct Investment (FDI) in India – Reporting & Compliance

In this article I will try to give some insights on the Procedural aspects like remittance, issuance of shares and Reporting/Compliance to RBI (Reserve Bank of India), with the help of a case study. Each subscriber to the Memorandum of Association  (MoA) of the company (Private or Public), after its incorporation shall be required to deposit minimum subscription money (i.e. […]

Foreign Direct Investment (FDI) in India – Basics

After hearing enough rambling on FDI’s and its urgent need to stop Indian rupee fall, one is very curious to know about FDI (Foreign Direct Investment) and trying to understand what qualifies as FDI and what routes are available for them to invest in our country. FDI as the name suggests, it is an investment […]

Implementation of 98 sections of the Companies Act, 2013

UPDATED : MCA has issued a Fresh Notification as on 26th March,2014. New sections or part thereof, of Companies Act  2013 mentioned there-under will become applicable from April 1’st, 2014 and corresponding provisions of Companies Act, 1956 cease to have effect from that date. Click here to know the details.  According to the notification issued by MCA […]

Highlights of the Companies Bill 2012

Rajya Sabha passed the Companies Bill, 2012 on 8th August, 2013. It was earlier passed by Lok Sabha on December 18, 2012. Now it will be presented before the President for approval after which it will come into force.   The new Law will be a progressive and futuristic law which promises improved corporate governance norms, […]

Formation of Wholly Owned Subsidiary Company (Private Limited) in India

Before taking a look at the Wholly Owned Subsidiary (WOS) Formation Procedure, would like to describe some basics. What is WOS (Wholly Owned Subsidiary) ? When one company is 100 % owned by another company, it is called Wholly Owned Subsidiary of the company who has made 1oo % investment in it. e.g. ABC Pvt. […]

LLP in India – Limitations/Disadvantages

Understanding the Limited Liability Partnership (LLP) limitations / disadvantages would help the entrepreneur get the additional perspective of this structure.  The entrepreneur needs to understand these things quite in details as it may create various stumbling blocks, which  may delay  breakthrough related to Start-up growth. Here in this article we would explore some of the […]

Annual Filing for LLP (Form 8 & Form 11) due dates

This is with reference to Annual filing of LLP (Form 8 and 11) for the financial year-end 31st March, 2013 with Registrar of Companies. The Ministry of Corporate Affairs has issued general notice for filing Form-8 (Statement of Account & Solvency) for the Financial Year ended 31-03-12 last year which is as follows: Notice for filing […]

LLP for Start-ups/SME’s – Part II

Flexibility in LLP Structure and in its unique appeal has helped many entrepreneurs to leverage its inherent positiveness and make it as the first choice of their start-up structure. In the earlier article LLP for Start-up/SMEs we delved into the basics of LLP’s structure and in continuation of that , we dig deeper into various other aspects […]

LLP for Start-ups/SME’s – Part I

LLP (Limited Liability Partnership) has its own advantage when compared to the traditional partnership and the Private Limited, as it picks the best of these two structures in one solid viable package. It tackles various challenges that entrepreneur faces when using a traditional partnership structure. The main focus of any Start-up is to keep the recurring cost […]

Importance of Annual filing with RoC for a Private Limited Company

Importance of Annual Filing with RoC for a Private Limited Company **** Updated as on 17th October 2013 **** Updates :  Since I am getting lot of queries/comments asking for the calculation of Last date of AGM or Last date of filing of accounts, I would like to explain the steps/logic to come up with those […]

Things to consider / legal aspects while starting up a Business

The trend of starting up a new business in India is quite catching up, not in scale or pace that’s been seen in Silicon Valley. We see patterns wherein many want to start/build something new – working executives who have acquired enough skill sets and experience, along with a group of friends or freshers who […]