A private constrained corporation is a corporation that is held privately through the manner of the method of a small business enterprise of people. A private corporation desires to haven’t much less than directors and people. The maximum variety of directors can be 15, and the maximum variety of people can be 200 beneath the Companies Act, 2013.
One Person Company (OPC) is a trendy concept delivered withinside the Companies Act, of 2013. A single person can take a look at an OPC. There should be the handiest one member in an OPC. There can’t be more than one member, but it could have a maximum of 15 directors.
The conversion of one corporation’s beauty to every other beauty, i.e. conversion of a privately constrained corporation into OPC is furnished beneath Section 18 of the Companies Act, 2013 (‘Act’) and Rule 7 of the Companies (Incorporation) Rules, 2014. The compliance requirements are plenty much less in OPC than in privately constrained corporations; thus, privately constrained corporations pick out to convert into OPC.
Conditions for Conversion of Company to OPC
The member of the trendy OPC should be a natural person.
The member of the trendy OPC should be a citizen of India, i.e. who has stayed in India for 100 twenty days withinside the preceding monetary year.
The member of the OPC should now not be a member of each different OPC or be a nominee of each different OPC.
A minor can’t be a member or part of OPC.
The agency to be converted into an OPC should now not be hooked up as a Section 8 agency.
Process of Converting a Company to OPC
Hold Board Meeting
The corporation directors want to fulfill and decide on a date for attractive withinside the meeting of the shareholders, referred to as the Extraordinary General Meeting (EGM). The examination for holding the board meeting wants to be sent to the members at least seven days in advance of the board meeting date. The board meeting time desk wants to be stated withinside the examination. The examination wants to be exceeded as a completely unique selection to be observed with the useful resource of the use of the shareholders concerning the conversion of a private corporation to OPC.
The Time Desk of the Board Meeting Wants to be
For approval from the directors for the conversion of the private corporation into OPC.
For fixing the region, date, day, and time of the Extraordinary General Meeting (EGM).
For the approval of the EGM examine the aspect of its time desk and explanatory statement.
For authorizing any of the directors to problem the authorized EGM examine.
Call for Extraordinary General Meeting (EGM)
An examination for the Extraordinary General Meeting (EGM) wants to be sent to all the corporation’s directors, members, and auditors. The examination for EGM wants to be sent at least 21 days in advance of the date of the EGM.
No Objection Certificate (NOC) from Creditors
The corporation wants to get a No Objection Certificate (NOC) from the winning creditors and shareholders in advance than passing a completely unique selection withinside the EGM. The NOC wants to be acquired in writing.
Hold Extraordinary General Meetings (EGM)
The EGM wants to be done on the assigned time, date, and region in keeping with the examination. The EGM wants to be held for the following purposes:
Check for the quorum of the meeting.
Check for the presence of the corporate auditor. If the corporation auditor is not present, check if the depart of absence is granted or now not beneath Section 146 of the Act.
Pass a completely unique selection to get shareholders’ reputation of converting a private restrained corporation into One Person Company (OPC) and get the approval for the altered MOA (Memorandum of Association) and AOA (Articles of association).
Form Filing to ROC
The corporation wants to record nice e-forms with the Registrar of Companies (ROC) for conversion of a private corporation into One Person Company (OPC), which are as follows:
Form MGT-14: Form MGT-14 wants to be filed with the ROC internally within 30 days of passing the particular selection for converting a private restrained corporation into OPC.
Form INC-6: The software for converting a private corporation into OPC wants to be filed to the RoC in Form INC-6 on the aspect of the desired documents.
Issue of Certificate
The ROC will verify the submitted e-forms and linked documents filed with the useful resource of the use of the Conversion of Private Company into OPC. When the ROC is satisfied that the private restrained corporation has complied with the requirements, he/she may be capable of problem a certificate for the conversion of the private corporation into OPC.
The conversion of a private corporation to OPC would possibly now not have an impact on the contractual duties and obligations of the corporation in advance than conversion, and such liabilities, claims, and duties can be enforceable with the useful resource of the use of the law. The converted OPC can be liable for the liabilities, claims, and duties of the private restrained corporation.
