Voluntary Conversion of One Person Company to Private Limited Company

In a One Person Company, only one member act as shareholder and director and he is enough to incorporate and run the firm. However, in a Private Limited Company, a minimum of two shareholders are required at the time of incorporation.

To convert OPC to Private Limited Company, two directors and two members are required. Conversion does not affect existing debt and outstanding liabilities.

Voluntary Conversion of OPC to Private Limited Company.

Step 1 Board Meeting – 

1. Convene a board meeting and pass board resolution to increase the number of directors and members as necessary.
2. Obtain NOC from members and creditors
3. Alter MOA and AOA

Step 2 Filing form with ROC

File E-form MGT-14 and then File E-form INC-6 within 30 days of the passing of the 

special resolution. The attachments in it should include: 

1. Certified copy of the board resolution authorizing the giving of notice. 
2. Altered copy of the MOA and AOA. 
3. The latest copy of the financial statements of the company
4. Any other information can also be provided as an optional attachment

Step 3 Final

The Registrar of Companies will verify the E-forms. It will also check the validity of the attachment. On confirming that everything is in order and in accordance with the requirements of the provisions, the ROC will issue the Certificate to the effect of the conversion .