Private Limited to OPC
Convert your Private Limited Company to a One Person Company (OPC) — share transfer to reduce members to one, nominee consent, AOA amendment and INC-6 filing with MCA.
Convert your Private Limited Company to an OPC
Share your company details. We handle share transfer, nominee consent, AOA update and INC-6 filing.
Talk to a CS →A complete private limited to opc package
Threshold Eligibility Check
Paid-up capital must not exceed Rs 50 lakh and turnover must not exceed Rs 2 crore — confirmed before filing.
Share Transfer to Single Member
All shares transferred to a single member — SH-4 deeds, board resolution, share certificates updated.
Nominee Consent (INC-3)
A natural person nominated as the nominee for the OPC — consent obtained in Form INC-3.
AOA Amendment
AOA amended to include OPC-specific provisions — nominee clause, single member provisions.
INC-6 Filing
Form INC-6 filed with ROC for conversion — altered MOA, AOA, INC-3 nominee consent attached.
New Certificate of Incorporation
ROC issues a new Certificate of Incorporation reflecting the conversion to OPC.
What is needed for private limited to opc
Capital Below Rs 50 Lakh
Paid-up capital must not exceed Rs 50 lakh at the time of filing INC-6.
Turnover Below Rs 2 Crore
Average annual turnover must not exceed Rs 2 crore for the preceding 3 years.
Single Natural Person Member
Only one natural person (Indian citizen and resident) can be the member of an OPC.
Nominee Required
A natural person must be nominated as the nominee — to take over the OPC in case of member's death or incapacity.
Not for Listed Companies
A listed company cannot convert to an OPC — only private limited companies are eligible.
All Returns Filed
All annual returns and financial statements must be up to date before INC-6 is filed.
After conversion to OPC, the paid-up capital and turnover limits must be maintained. If the OPC subsequently exceeds Rs 50 lakh capital or Rs 2 crore turnover for 3 consecutive years — conversion back to private limited becomes mandatory. We advise on the ongoing compliance obligations.
Common issues with private limited to opc
Simple steps, no surprises
Eligibility confirmed
Capital and turnover limits verified — single natural person member identified.
Shares transferred and nominee appointed
All shares transferred to single member — nominee consent obtained via INC-3.
AOA amended and INC-6 filed
AOA updated with OPC provisions — INC-6 filed with ROC with all attachments.
New CoI and records updated
New Certificate of Incorporation received — bank, GST and all registrations updated.
Other services you may need
Frequently asked questions
An OPC is a company with a single member — allowed under Section 2(62) of the Companies Act 2013. It provides limited liability protection to a sole entrepreneur without needing a second shareholder.
The company's paid-up share capital must not exceed Rs 50 lakh AND average annual turnover must not exceed Rs 2 crore for the preceding 3 years. The company must not be listed and must not have more than one natural person who is a resident Indian willing to be the sole member.
Form INC-6 is filed with the ROC along with the altered MOA, altered AOA, INC-3 (nominee consent), a statement of accounts and a declaration from the sole member confirming the conversion criteria are met.
Yes. The single member of an OPC must nominate a natural person (who is an Indian citizen and resident) as the nominee. In case of the member's death or incapacity, the nominee takes over the OPC. Nominee consent is filed in Form INC-3.
If the OPC's paid-up capital exceeds Rs 50 lakh or turnover exceeds Rs 2 crore for 3 consecutive financial years after conversion, it must compulsorily convert back to a private limited company within 6 months by filing INC-6 again.
Ready to convert your Private Limited Company to an OPC?
We verify the limits, transfer shares, obtain nominee consent and file INC-6 — fully compliant.