Cardiff Services

OPC to Private Limited

OPC to Private Limited Company Conversion – Overview

A One Person Company (OPC) is a great start for solo entrepreneurs, but as the business grows, so do its requirements. By law, when an OPC crosses ₹2 crore turnover or ₹50 lakh paid-up capital, it must be converted into a Private Limited Company (Pvt Ltd). Even before hitting these thresholds, many founders choose to convert voluntarily to gain access to multiple shareholders, greater funding opportunities, and a stronger corporate structure.

 

Converting OPC into Private Limited brings several advantages – it allows induction of more directors and shareholders, improves credibility with banks and investors, and provides scalability for future expansion. The process is governed under the Companies Act, 2013 and requires approvals, filings, and compliance with Registrar of Companies (ROC).

 

At Cardiff Services, we handle the full compliance journey: drafting resolutions and constitutional documents, filing conversion applications, ensuring ROC approvals, and updating statutory registrations. This ensures your business transitions smoothly from OPC to a Private Limited Company while meeting every legal requirement.

Key Features of OPC to Pvt Ltd Conversion

  • Multiple Shareholders – A Pvt Ltd can have up to 200 members.

  • More Directors – Flexibility to appoint up to 15 directors without government approval.

  • Better Fundraising – Easier access to bank loans, private equity, and venture capital.

  • Mandatory Conversion – Compulsory if OPC crosses turnover/capital thresholds.

  • Improved Credibility – Private Limited structure is preferred by investors, lenders, and large clients.

  • Scalability – Strong corporate structure to support growth and expansion.

Documents Required

  • Identity Proof – PAN Card, Aadhaar Card of directors and shareholders.

  • Address Proof – Passport, Voter ID, or Driving License of all members.

  • Photographs – Passport-size photos of proposed directors and shareholders.

  • Business Address Proof – Utility bill, rent agreement, or property papers with NOC.

  • Existing OPC Incorporation Certificate & MOA/AOA.

  • New MOA & AOA drafted for the Private Limited Company.

  • Board Resolution & Shareholder Consent for conversion.

  • Digital Signature Certificates (DSC) & Director Identification Numbers (DIN) of directors.

  • Financial Statements of the OPC.

Step-by-Step Procedure for Conversion

  1. Board Meeting

    1. Convene a board meeting to approve the proposal for conversion.

    2. Pass a resolution for increase in number of members/directors as required.

  2. Shareholder Approval

    1. Conduct a General Meeting and pass a special resolution for conversion into Pvt Ltd.

    2. Obtain consent of members/shareholders.

  3. Preparation of Documents

    1. Draft new MOA and AOA for Private Limited Company.

    2. Prepare declaration, resolutions, and affidavits.

  4. Filing with ROC

    1. File Form INC-6 (application for conversion) with Registrar of Companies.

    2. Attach MOA, AOA, resolutions, list of members and directors, and required documents.

  5. ROC Verification & Approval

    1. ROC scrutinises the application.

    2. On satisfaction, issues a fresh Certificate of Incorporation as a Private Limited Company.

  6. Post-Conversion Compliance

    1. Update PAN, GST, bank accounts, and licenses in the name of the Private Limited Company.

    2. Inform vendors, clients, and authorities of the new corporate structure.

Frequently Asked Questions

A company name search ensures that your chosen business name is unique, legally compliant, and not already registered with Companies House UK. It helps you avoid legal disputes, trademark issues, and confusion in the Cardiff business market.

If your desired name is already registered, you’ll need to choose a different name or modify it. Using a taken name could result in rejection by Companies House or potential legal issues. Our experts can help you brainstorm alternative names that are compliant and market-ready.

It’s not advisable to use a name that’s too similar to another company, especially within the same industry. Similar names can confuse customers and risk trademark disputes. A company name search helps you identify these risks early.

For a company name search in Cardiff, you may need:

  • Proposed company name

  • Business entity type (Ltd, LLP, Partnership, etc.)

  • Jurisdiction (Cardiff / UK)

  • Owner or shareholder details (if applicable)

  • Business description

A “high probability” result means your proposed company name is likely to be available, but further checks are recommended. This is why our detailed Cardiff Company Name Search Report includes both identical and similar names for clarity.

Certain words are restricted under UK law (e.g., “bank,” “insurance,” “government”). If you want to use them, you’ll need special approval from regulatory bodies. We guide you through this process if your Cardiff business requires such terms