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Procedure for conversion of Private Limited Company into One Person Company

A Private Company having paid up share capital up to Rs. 50 lacs or having average annual turnover, during the last 3 years, up to Rs. 2 crore may convert itself into One Person Company by passing a special resolution in a General Meeting.

Step 1 : Board Meeting

Hold board meeting for approval of the Members/Creditors for the conversion of Pvt Company into OPC.

Decide the date for the General Meeting to pass Special Resolution for the approval of Members/Creditors and approve draft notice calling the Shareholders’ Meeting.

Step 2 : No Objection Certificate

Obtain No Objection Certificate from Members/Creditors before passing resolution.

Step 3 : General Meeting

Hold General Meeting to pass special resolution for conversion of Private Company into One Person Company.

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Step 4 : Intimation to Registrar of Companies

File form MGT-14 (for tutorial of form click here) within 30 days of passing special resolution with the concerned Registrar.

Step 5 : Application for Conversion

File form INC 6 (For tutorial of form Click Here) for conversion with the concerned Registrar of Companies with following attachments-

Ø  Declaration from all the Directors in way of affidavit giving declaration with regard to the Capital of the Company;

Ø  The list of Members/Creditors;

Ø  The latest audited Balance sheet with Profit & Loss account;

Ø  The copies of No Objection Letters of secured creditors.


Step 6 : Certificate from Registrar

On being satisfied, the Registrar will issue the Certificate for the same.

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