OPC to Private Limited Conversion bring in co-founders and investors as your OPC scales.
As a One Person Company grows past the single-shareholder structure, converting to a private limited company allows multiple shareholders, easier equity fundraising, and removes the paid-up capital and turnover thresholds that mandate conversion under the Companies Act.
Contact UsA One Person Company is designed for solo founders, but its single-member structure becomes a constraint once the business needs to bring in co-founders, employees on ESOPs, or external investors. Converting to a private limited company removes this restriction, enabling multiple shareholders and a board of more than one director, while retaining limited liability protection.
Under Rule 6 of the Companies (Incorporation) Rules, an OPC is required to convert into a private or public company if its paid-up share capital exceeds ₹50 lakh or its average annual turnover during the relevant period exceeds ₹2 crore. Even where these thresholds are not breached, an OPC may voluntarily convert to a private limited company after the expiry of two years from the date of incorporation.
At Beyonte Compliances, we manage the full conversion process — board and shareholder resolutions, ROC filings, allotment of shares to new members, and updating the company's registers and statutory records to reflect the new structure.
What Our Conversion Service Covers
Eligibility Assessment
Confirming whether conversion is mandatory (on breach of capital or turnover thresholds) or voluntary after two years.
Board & Shareholder Approval
Preparing the board resolution and special resolution required to approve the conversion to a private limited company.
MOA & AOA Alteration
Drafting the altered memorandum and articles of association to reflect the private limited company structure.
Increase in Membership
Advising on and executing the addition of new shareholders and directors as part of the conversion.
Form INC-6 Filing
Filing Form INC-6 with the Registrar of Companies along with the required attachments to effect the conversion.
Share Allotment
Managing allotment of shares to new incoming shareholders following the conversion.
Statutory Register Updates
Updating the register of members and other statutory registers to reflect the new shareholding and directorship structure.
PAN, GST & Licence Updates
Updating the company's PAN, GST registration, and other licences to reflect the change in company type.
Our Process
Eligibility Check
Confirming whether the conversion is mandatory or voluntary based on capital, turnover, and time elapsed.
Board Approval
Passing the board resolution recommending conversion to a private limited company.
Shareholder Approval
Passing the special resolution approving conversion and the altered MOA and AOA.
Form INC-6 Filing
Filing Form INC-6 with the Registrar of Companies to effect the conversion.
Post-Conversion Compliance
Allotting shares to new members and updating all statutory registers and registrations.
Why It Matters
Frequently Asked Questions
Convert your OPC into a private limited company.
Talk to our team about eligibility, approvals, and filings for your OPC conversion.