Conversion Services · Private Limited to OPC

Private Limited to OPC Conversion simplify your structure when ownership consolidates to one person.

Where a private limited company's shareholding consolidates into a single shareholder, converting to a One Person Company simplifies governance and compliance — provided the company meets the eligibility conditions prescribed under the Companies Act.

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A private limited company requires a minimum of two shareholders and two directors at all times. Where circumstances — buyout of a co-founder, exit of an investor, or a family settlement — result in all shares consolidating with a single person, that individual may choose to convert the company into a One Person Company, simplifying board and shareholder compliance to reflect the single-owner reality.

Conversion to an OPC is permitted only for eligible private companies — those with a paid-up share capital of ₹50 lakh or less and average annual turnover of ₹2 crore or less during the relevant period — and requires the consent of all shareholders and creditors of the company before the conversion can proceed.

At Beyonte Compliances, we assess eligibility, obtain the necessary no-objection from shareholders and creditors, prepare the altered MOA and AOA, and complete the ROC filings to convert the company into an OPC.

What Our Conversion Service Covers

Eligibility Assessment

Confirming the company's paid-up capital and turnover fall within the limits prescribed for OPC conversion eligibility.

Shareholder & Creditor Consent

Obtaining the mandatory no-objection consent from all shareholders and creditors before the conversion application.

Board & Shareholder Approval

Preparing the board resolution and special resolution approving conversion of the company into an OPC.

Nominee Appointment

Appointing the mandatory nominee for the OPC as required at the time of conversion.

MOA & AOA Alteration

Drafting the altered memorandum and articles of association reflecting the single-member OPC structure.

Form INC-6 Filing

Filing Form INC-6 with the Registrar of Companies along with the required consents and attachments.

Director Reduction Compliance

Managing resignation formalities for outgoing directors to bring the board in line with OPC requirements.

Statutory Register Updates

Updating the register of members and statutory records to reflect the new single-member structure.

Our Process

1

Eligibility Check

Confirming the company meets the paid-up capital and turnover thresholds for OPC eligibility.

2

Consent Collection

Obtaining written no-objection consent from all shareholders and creditors of the company.

3

Approvals

Passing the board resolution and special resolution approving the conversion and nominee appointment.

4

Form INC-6 Filing

Filing Form INC-6 with the Registrar of Companies to effect the conversion.

5

Post-Conversion Updates

Updating statutory registers and registrations to reflect the company's new status as an OPC.

Why It Matters

Simplifies governance where ownership has consolidated to one person
Reduces board and shareholder meeting compliance burden
Retains limited liability and separate legal identity of the company
Formal consent process protects the interests of prior shareholders and creditors
Nominee appointment ensures continuity of the business
Correct eligibility check avoids a rejected or defective ROC filing
Clean register updates avoid ownership disputes after conversion
Reversible in future through re-conversion to a private limited company if needed

Frequently Asked Questions

A private company can convert to an OPC only if its paid-up share capital does not exceed ₹50 lakh and its average annual turnover for the relevant period does not exceed ₹2 crore.
Yes. The company must obtain a no-objection in writing from all its shareholders and creditors before applying for conversion into an OPC.
No. Section 8 companies (formed for charitable or not-for-profit objects) are expressly barred from converting into a One Person Company.
There is no minimum incorporation period requirement specifically for this conversion, but the company must satisfy the paid-up capital and turnover eligibility criteria at the time of application.

Simplify your structure by converting to an OPC.

Talk to our team about eligibility, consents, and filings for your OPC conversion.