Conversion of a One Person Company (OPC) into a Private Limited Company in Dehradun, Uttarakhand

A One Person Company (OPC) can be converted in to a Private Limited Company in Dehradun, Uttarakhand as per Section 18 of the Companies Act, 2013. There are two ways through which a One Person Company (OPC) in Dehradun, Uttarakhand can be converted into a Private Limited Company i.e. voluntarily conversion or mandatorily conversion. In any of these conversions, the Memorandum of Association and Article of Association of the One Person Company (OPC) needs to be changed as per the section 18 and section 122 of the Companies Act, 2013 in Dehradun, Uttarakhand.

As per Section 18 Companies Act, 2013 following conditions need to me made:

• • Get written consent from all the creditors
  • Pass the resolution of conversion

• Minimum paid-up capital requirement of Rs 1,00,000 to be met
• Minimum number of 2 directors and 2 members need to be met

Form INC-6 is to be filed to the Ministry of Corporate Affairs for conversion of One Person Company (OPC) into a Private Limited Company in Dehradun, Uttarakhand.

Conversion of a One Person Company (OPC) into a Private Limited Company in Dehradun, Uttarakhand

Uttarakhand took birth in November 2000 as the 27th state of India, after it was carved out of Uttar Pradesh. Located at the foothills of the Himalayan mountain ranges, Uttarakhand It is mainly a hilly state. Uttarakhand shares its international borders with Nepal in the east and with China in the north. Since its birth Uttarakhand has emerged as one of the fastest growing states and is a significant investment destination in manufacturing industry, infrastructure and tourism. With the inflow of 34.36 Mn domestic tourists and 0.13 Mn foreign tourists in 2017, Uttarakhand is the most visited hilly states in India.

Uttarakhand has a locational advantage due to its proximity to National Capital Region (NCR). It also has excellent connectivity with neighbouring states. The State has two domestic airports at Dehradun and Pant Nagar. The State of Uttarakhand has well developed industrial infrastructure that include various sector parks, Integrated Industrial Estates and other industrial estates with private and joint sector. Abundant natural resources are found due to its hills and forests. Climatic conditions of Uttarakhand support horticulture based industries.

The vast water resources are helping Uttarakhand to be developed as an ‘energy state’. Uttarakhand has potential of over 25,000 MW electric generation by tapping the hydropower. Out of which, 1,815.69 MW of hydropower generation capacity has already been installed in the state as on April 2019. The state offers huge opportunities in tourism sector. By the presence of spiritual destinations and owing to its pristine natural beauty 34.36 Mn domestic and over 0.13 Mn foreign tourist visited Uttarakhand. The State is also rich in mineral deposits like marble, limestone, dolomite, rock phosphate, copper, magnesite, gypsum etc. Uttarakhand is the 2nd largest producer of magnesite in India. The state is a leading fruit producing state in India and has 2 mega food parks. Uttarakhand is the largest producer of peaches, pears and plums; the second largest producer of walnuts and the third largest producer of apples in India.

In the assessment for Ease of Doing Business, Uttarakhand has been consistently a top ranked state by DPIIT while scored top rankng amongst hill states in India. Uttarakhand also stood at the 1st rank in Export Preparedness Index of 2020 under the category of Himalayan states. Uttarakhand has the literacy rate of 78.80% which is higher than the national average. It also has presence internationally reputed institutes such as IIT Roorkee. Uttarakhand has abundance of quality human resources. The State provides a strong foundation for establishing knowledge-based industries with the help of leading academic & research organisations.

Not only this, as per the latest report by World Bank, Uttarakhand ranked 11th out of 36 states in terms of ease of doing business.

Two Types of Conversion

For converting a One Person Company (OPC) into a Private Limited Company in Dehradun, Uttarakhand, both voluntarily conversion and mandatory conversion, the provisions of Sec 18 of the Indian Companies Act of 2013, and the Rule 7(4) of the Companies (Incorporation) Rules of 2014 needs to be followed.

Voluntary Conversion of One Person Company (OPC) to Private Limited Company in Dehradun, Uttarakhand

Voluntary conversion of a One Person Company (OPC) into a Private Limited Company in Dehradun, Uttarakhand is only allowed after two years from the date of incorporation have been completed. However, if the paid-up share capital of the One Person Company (OPC) is more than Rs. 50 lakhs or if the average turnover is more than Rs. 2 crores then within two months of the phenomenon occur, the One Person Company (OPC) can be converted into a Private Limited Company in Dehradun, Uttarakhand.

One Person Company (OPC) has to file form INC 5 for informing the registrar of companies about voluntary conversion in Dehradun, Uttarakhand within sixty days.

Compulsory Conversion of One Person Company (OPC) to Private Limited Company in Dehradun, Uttarakhand

The Companies Act, 2013 laid down certain conditions if a One Person Company (OPC) meets, the OPC needs to be compulsorily converted into a Private Limited Company in Dehradun, Uttarakhand within 6 months of meeting the following conditions:

• The paid capital of the One Person Company (OPC) exceeds Rs. 50 lakhs and
• The annual turnover of is more than Rs 2 Cr in three immediate previous consecutive financial years

The conversion is made by just passing a special resolution in the general meeting. It is checked for a No objection certificate in written from the creditors, and the other members before the resolution are passed.

Process to convert One Person Company OPC to Private Limited Company in Dehradun, Uttarakhand

Board Resolutions for conversion One Person Company OPC to Private Limited Company in Dehradun, Uttarakhand

• Shareholders of the One Person Company (OPC) hold a general meeting and pass the resolution to increase the number of directors and shareholders.
• To convert a One Person Company (OPC) to a Private Limited Company in Dehradun, Uttarakhand, there should be at minimum 2 shareholders and 2 directors.
• Shareholders pass a resolution to alter the Memorandum of Association and Articles of Association of the One Person Company (OPC).
• File the e-form INC-5 with registrar of companies within 60 days of crossing the threshold limits of the paid-up capital or the turnover, informing that it has ceased to be a One Person Company (OPC).
• Further file e-Form INC-6 on the website of MCA within 6 months from the date of conversion
• The introduction of One Person Company (OPC) into legal system came into existence to encourage the entrepreneurs to enter into the corporate world. It will not only enable the individual capabilities to contribute economic growth but will also generate employment opportunity.

Provisions of Companies (Incorporation) Rules of 2014 followed by the newly formed Private Limited Company. The existing debts, liabilities, obligations or contracts of the One Person Company (OPC) in Dehradun, Uttarakhand remain the same.