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Company registration

OPC Registration Documents: The Complete Checklist

✓ 2 official and published sources✓ Written for Indian sellers and small businesses

For a one person company you need the PAN, Aadhaar and a recent address proof of the sole member, who is usually the director too, and the PAN and Aadhaar of the nominee. Add the registered office proof: a utility bill not older than two months with ownership papers, or a rent agreement and the owner's NOC. Both people need a digital signature.

Key points
  • An OPC has two people on paper: the member, who owns it, and the nominee, who steps in if the member cannot continue.
  • MCA asks for proof of identity and proof of residence of the nominee, not only of the member.
  • The nominee's consent, Form INC-3, is now a declaration inside SPICe+ Part B, signed with the nominee's digital signature.
  • The office utility bill must be no older than two months.
  • The incorporation form does not need photographs.
In this guide
  1. What does the member-director need?
  2. What does the nominee need?
  3. What proves the registered office?
  4. Do you need photographs?
  5. What the AprilTax form asks for
  6. The order to collect things in
  7. A worked example: the nominee who was not ready
  8. The usual reasons for rejection

What does the member-director need?

In most OPCs one person is both the member (the sole shareholder) and the only director. One set of papers covers both roles.

DocumentWhat is acceptedWatch for
PAN cardSelf-attested copyName and date of birth must match the Aadhaar exactly
Aadhaar cardClear scan, both sidesThe mobile number linked to it should be in use
Address proofBank statement, electricity bill or mobile bill in your own nameNot older than two months. A bank statement should show transactions, not only the first page
Digital Signature Certificate (DSC)A signing certificate on a USB tokenValid, and linked to your login on the MCA portal
Mobile number and emailYour ownOTPs arrive here, so do not use the nominee's

If you appoint a second director who is not the member, that person gives the same papers.

What does the nominee need?

You are probably asking: the nominee owns nothing today, so why the paperwork? Because the Registrar records this person as your successor from day one, and wants to know who it is and that they agreed.

DocumentWhy it is asked for
PAN card of the nomineeProof of identity. The nominee must be an individual and an Indian citizen
Aadhaar card of the nomineeIdentity and residence. If the address on it is out of date, keep a recent bill or bank statement as well
Consent in Form INC-3The law wants the nominee's consent before the name goes in. It is a declaration inside SPICe+ Part B
Digital signature of the nomineeMCA's help page says the nominee's DSC is affixed to that declaration

Who should it be? Someone who knows the business exists and could run it or close it. The rules and the reasons are in our guide to the one person company.

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What proves the registered office?

The registered office is the address where official letters reach the company. It can be your home. You show that the place exists and that you have the right to use it.

If the office isYou give
Owned by youRegistry or sale deed, and an electricity, telephone or gas bill not older than two months
RentedRent agreement, NOC from the owner, and a utility bill not older than two months
A parent's or spouse's homeNOC from the owner, the owner's ownership proof, and a utility bill not older than two months

The NOC is a short letter from the owner saying the company may use the address. It should carry the proposed company name exactly as applied for. The bill can be in the owner's name, but the address on it must match the address typed in the form. The same points, in more detail, are in our private limited documents checklist.

Do you need photographs?

No. MCA says the incorporation form does not need the subscribers' photographs, and the AprilTax form does not ask for them. A photograph enters later: Form INC-20A, filed after incorporation, asks for a picture of the registered office with a director in it.

What the AprilTax form asks for

When you pick "One Person Company (OPC)" on our form, it asks for these details:

  • Proposed company names and what the business will do.
  • Authorised capital and the shareholding.
  • The director's name and the nominee's name.
  • The full registered office address, and whether it is owned or rented.
  • Whether the director already holds a DSC.
  • Your name, PAN, mobile number and email.

And these uploads: PAN, Aadhaar and address proof of the director and shareholder, PAN and Aadhaar of the nominee, and the office papers for owned or rented premises. A DSC is a USB token, so the form asks about it and takes no file.

The order to collect things in

  1. Ask the nominee. Get a yes, then the PAN and Aadhaar.
  2. Check both names. PAN and Aadhaar should agree letter for letter, for you and for the nominee.
  3. Arrange the digital signatures. The issuing agency verifies each person in its own process, so start early.
  4. Download this month's bills. One for your address proof, one for the office.
  5. Get the NOC signed if the office is rented or belongs to family.
  6. Reserve the name last. Once approved, the clock runs.

A worked example: the nominee who was not ready

Sana plans an OPC with Rs 1 lakh authorised capital. The office is a room in her father's flat, so she needs his NOC, his sale deed and the electricity bill. She pays Rs 1,000 and the name is approved on 2 November. MCA's help page says an approved name is held for 20 days, which takes her to 22 November.

Her nominee is her brother in Pune. He agrees, but he has no digital signature, and his Aadhaar spells the surname differently from his PAN. Fixing both takes three weeks. The name lapses. Sana pays another Rs 1,000 and applies again. The whole delay came from the second person on the form, not from her own papers.

The usual reasons for rejection

MCA allows only two resubmissions of the incorporation form. Its help page lists reasons specific to an OPC and reasons common to every company:

  • The articles provide for issuing shares and debentures, or the objects clause mentions issuing shares, debentures or making investments. An OPC cannot run an investment business.
  • The nominee's identity or residence proof is missing.
  • The office address in the form differs from the address on the bill.
  • The NOC or rent agreement is missing, unsigned by the owner, or names the company wrongly.
  • Scans cannot be read, or the address proof is old.
  • A signature is pasted into a document as an image. MCA treats that as possible fraud.

The mistake people usually make is treating the nominee as a name to type in. The nominee is the second person on the application, with documents, a consent and a signature of their own. Prepare that person as carefully as you prepare yourself.

How AprilTax can help

AprilTax handles OPC registration online. One form takes the company details, the nominee's name and the documents listed above, and a Tax Expert takes it forward. The fee is shared on a call. Begin at company registration.

Frequently asked questions

What documents does the nominee of an OPC have to give?
Proof of identity and proof of residence. In practice that is the nominee's PAN card and Aadhaar card. The nominee also consents in Form INC-3, which is now a declaration inside SPICe+ Part B signed with the nominee's digital signature.
Does the nominee of an OPC need a digital signature?
MCA's help page on SPICe+ says Form INC-3 has been made part of SPICe+ Part B as a declaration and that the nominee's DSC is affixed to it. So plan for a digital signature for the nominee as well as for the director.
Can I use my home as the registered office of an OPC?
Yes. Give a utility bill of the home not older than two months and proof of ownership. If the home belongs to a parent or spouse, add a no-objection letter from the owner that names the proposed company.
How old can the utility bill be?
Not older than two months on the day of filing. This applies to the electricity, telephone or gas bill of the registered office. An old address proof of the director is also listed by MCA as a reason for rejection.
Are photographs needed for OPC registration?
No. MCA says the incorporation form does not need the subscribers' photographs, and the AprilTax form does not ask for them. After incorporation, Form INC-20A needs a photograph of the registered office with a director in it.
Can my spouse be the nominee?
Yes, if your spouse is an individual who is an Indian citizen and not a minor. The nominee does not need to be a relative, but should be someone who has agreed and could take over the company.
How many times can I correct a rejected OPC application?
MCA allows two resubmissions of the incorporation form. If the defects are still not cured, the application fails and you start again, so it is worth checking every paper before the first upload.

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CA Abhijeet

A Chartered Accountant on the AprilTax team who works with online sellers and small businesses every filing season.

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