Winding Up or Closing a One Person Company - Online Procedure

The primary office of a company, where all correspondence from governmental agencies about the firm is sent, is known as its registered office. The registered office of a business or LLP must be declared by the promoters at incorporation, and specific papers must be kept there.

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OVERVIEW

Closure of OPC company

Closing an OPC simply means an act of ceasing the operations of a business by it. There may be various reasons leading to one person company closure, all of which must be mentioned to the government of India while filling the application under the 248 section of the Companies Act 2013 governed by the Ministry of Corporate Affairs (MCA).

Closure of OPC company

Process

Process of Closing an OPC Company in India

Closing a One Person Company (OPC) in India involves a structured process, even though it has only one director/founder. The business entity must fulfill all required compliance obligations, similar to a Private Limited Company, including timely submission of documents and forms.

While the OPC closure process may seem lengthy, it is relatively straightforward with professional guidance. Here's a step-by-step breakdown of the process to close your OPC smoothly.

1. Drafting Required Documents

Our team of experienced lawyers, CAs, and CS professionals will handle all documentation for you. We ensure that your sensitive information remains secure and privacy is respected throughout the process.

✅ Here's how we assist you in this stage:

  • Gathering Information: We collect all necessary details, including the OPC name, business information, official address, reason for closure, and other relevant data.

  • Draft Preparation: Based on the gathered details, we prepare a digital file with the essential information and complete the Digital Signature Certificate (DSC) process.

  • Document Review: We meticulously review all digital documents, including the DSC, No Objection Certificate (NOC), and STK-2 form, coordinating with you as needed for any additional information.

2. Obtaining the No Objection Certificate (NOC)

✅ Before closing your OPC, it’s essential to:

  • Clear Debts: Ensure all creditors are paid.
  • Dispose of Assets: Sell or transfer any remaining assets.
  • Close Bank Accounts: Terminate all business bank accounts related to the OPC.

3. Filing with the Registrar of Companies (ROC)

After completing the DSC and document submission, we proceed to file the closure request with the Registrar of Companies (ROC). The ROC carefully evaluates all paperwork and, if in order, approves the closure of the OPC.

You will be notified of the closure status via email. Note that incomplete paperwork may result in disapproval, causing delays. To avoid this, hiring professional assistance can streamline the process.

4. Finalizing the Closure of Your OPC

Once all documents are approved, and the ROC grants closure, your OPC is officially closed. This final stage ensures that your business responsibilities are concluded in compliance with legal requirements.

sProcess of Closing an OPC Company in India

Required Documents

Documents Required for OPC Company Closure in India

Closing a One Person Company (OPC) in India involves submitting several essential documents to ensure the process is completed smoothly and legally.

Required Documents

Below is a comprehensive list of documents required for OPC company closure.

1. Indemnity Bond Issued by Directors

The indemnity bond must be signed by the sole director, confirming that they are responsible for the closure and will indemnify the company against any future claims.

2. Company's Latest Bank Statements

Recent bank statements must be provided to show the current financial status of the company and to ensure that all transactions have been settled.

3. Account Statements Audited by a Chartered Accountant (CA)

The account statements detailing the assets and liabilities of the company need to be properly audited by a CA to confirm the financial position before the closure process.

4. Affidavit (STK-4) from Sole Director

A notarized affidavit (STK-4 form) provided by the sole director is required, confirming the intent to close the company and that all liabilities have been cleared.

5. Resolution Signed by the Sole Member

A resolution signed by the only member (the sole director) is required to initiate the process of closing the OPC. This document authorizes the closure and the subsequent steps to be taken.

✅ Optional Documents (As Required)

In some cases, additional documents may be requested to facilitate the closure process. These documents include:

  • Bank Account Closure Certificates: Proof that all bank accounts of the OPC have been closed.
  • Company PAN Card: The PAN card of the company, which is required for various financial and legal processes.

Requirements

Requirements for One Person Company (OPC) Closure in India

Before you begin the process of closing your One Person Company (OPC) in India, there are several requirements that need to be met to ensure a smooth and compliant closure. These requirements must be fulfilled in order to legally apply for OPC closure.

1. No Change in Company Name or Registered Office Address (Past 3 Months)

The company must not have changed its name or shifted its registered office address within the last three months before applying for OPC closure. This ensures that the business’s legal identity remains consistent prior to the closure process.

2. No Disposal of Property or Rights in the Last 3 Months

The OPC should not have disposed of any property or rights held by the company within the last three months before filing for closure. This is to ensure that all assets are accounted for before the company's dissolution.

3. No Involvement in illegal Activities

The business entity must not have engaged in any illegal activity that could result in penalties or sanctions by the Indian Government. This is a critical requirement for the lawful closure of the company.

4. No Pending Requests for Compromise or Agreements

The registered OPC should not have made any requests to the Tribunal for sanctioning of a compromise or any agreement within the three months prior to applying for closure. This ensures that no legal disputes or financial obligations remain pending.

5. Active Company Required for Striking Off the OPC Name

The procedure for striking off the name of an OPC from the register should be carried out by an active company. This ensures that the closure process is conducted in accordance with the legal standards set by the Ministry of Corporate Affairs (MCA).

Methods to Close

Methods to Close a One Person Company (OPC) in India

Closing a One Person Company (OPC) in India can be done through two primary methods: Striking Off and Winding Up. Each method has its own requirements, processes, and timelines.

Here's a breakdown of both options to help you choose the best approach for your business.

1. Striking Off (Fast-Track Exit)

Striking off is the quicker and simpler method for closing an OPC. It involves the company ceasing all business activities for a period of at least one year before filing for closure. To qualify for striking off, the OPC must meet the following conditions:

✅ The company must not have any outstanding assets or liabilities.

✅ The company must not be engaged in any business operations for at least one year.

✅ A declaration must be made confirming the company is defunct.

Once these conditions are met, the company can apply for striking off under the Fast-Track Exit Scheme (FTE) with the Ministry of Corporate Affairs (MCA).

2. Winding Up (Formal Liquidation Process)

Winding up is a more formal and detailed process that requires the following steps:

  • Consent from Creditors: The OPC must obtain approval from its creditors, participants, and management board.
  • Submission of Documents: Once consent is obtained, the company can legally file for closure with the Registrar of Companies (ROC).
  • Elaborate Documentation: Winding up requires more documentation compared to striking off, including detailed disclosures of the company’s assets and liabilities. Account statements must be audited by a Chartered Accountant (CA), and an affidavit (STK 4) from the sole director is also needed.

While winding up ensures a complete and formal closure of the company, it can be a lengthy process involving more legal formalities and documentation.

sMethods to Close a One Person Company
Why Choose JustStart?

Why Choose JustStart for Your OPC Closure?

At JustStart, we are committed to providing seamless and reliable services for closing One Person Company (OPC) & handling all your business needs.

Why Choose JustStart

Here’s why clients trust us with their company closure and other corporate services:

✅ Customer Support

Our team at JustStart is dedicated to offering unbiased customer support at every step of the process. Whether you’re closing your OPC or handling other business matters, our experts provide honest and professional advice tailored to your specific needs, ensuring you always make informed decisions.

✅ 5-Star Customer Satisfaction

We pride ourselves on delivering exceptional customer service. With a proven track record of 5-star customer satisfaction, our clients trust us for our commitment to quality, professionalism, and timely assistance throughout their OPC closure and business processes.

✅ Transparent Payment Structure

At JustStart, we believe in complete transparency when it comes to payments. Our no-hidden-fee policy ensures that you know exactly what you’re paying for, making our services both affordable and straightforward. We provide detailed cost breakdowns, so you can proceed with confidence and no surprises.

✅ Hassle-Free Online Process

We simplify the entire process for you with our hassle-free online services. From submitting documents to tracking your OPC closure progress, we ensure that the entire process is easy to follow and completed swiftly. With JustStart, you can handle everything from the comfort of your home or office.

Locations

Closing a OPC in Other States and Cities

FAQs

LET'S CLEAR ALL THE DOUBTS!

A closure of a one person company means ceasing the operations of a business identity run by a sole owner (can also be a director) such as no sales & purchase, no customer dealing, no online or offline activity in any way that would add to the business’s income. Additionally, anyone looking to close an OPC online must fulfill a few requirements that we already discussed in the above sections.

Well, the procedure (as already mentioned) can be a lengthy one, consuming up to 15 days to 3 months. However, hiring professionals to do the job for you will surely shorten the process by one to two weeks. The quickness of OPC Closure also depends on how well your documents to be submitted to MCA are prepared in advance.

Once the applicant has fulfilled requirements like document submission and obtaining an NOC, the ROC will usually publish a list of companies that have been officially removed from government records. Therefore, the company can be considered closed from the date of the publication of the list in the official Gazette.

It is mandatory to inform the Registrar of Companies about the closure of OPC in order to update the MCA data and relieve the company of any legal complications that may follow due to unawareness.

Well, it is only logical to dissolve the business entity if it is not running as it will relieve you of all the yearly compliance costs that you otherwise need to fulfill, such as ROC Returns, Income tax filings saving you from high-penalties and prosecutions in case of non-fulfillment of the mentioned.

Yes. The OPC must submit a consent letter along with the one-person company closure online application form that clearly declares that the board members have given their approval.

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