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MOA for OPC Registration (2023)

Are you a budding entrepreneur? Do you wish to start your own business? So now, you are ready to incorporate your One-Person company? But wait, you must provide a Memorandum of Association(MOA) for your OPC registration. Are you not aware of MOA for OPC Registration? Don’t worry.. Read further for a better knowledge of your OPC and MOA for OPC Registration.

First, let’s understand what MOA means. A Memorandum of Association(MOA) is a business document you shall submit to the company registrar while incorporating your OPC. MOA includes the basic terms under which your OPC functions. The MOA is a legislative document that holds information about your company’s commercial operations and shareholders.

In other words, MoA represents the charter of your company. It is a legal document made during your company’s formation and registration process. It defines your company’s relationship with shareholders and specifies the objectives for which you formed the company. You can undertake only those activities mentioned in the Memorandum of Association. 

As such, the MoA lays down the boundary beyond which your company’s actions cannot go. Your company’s entire structure is given in a detailed manner in the MoA.  

As you get to know about MOA, you might doubt that even your One-Person company requires an MOA? Let’s find an answer to this.

Does OPC Require MoA?

The simple answer is Yes. Your OPC comes under the Companies Act, 2013, and so you must submit MOA while registering your OPC.

A Memorandum of Association is a crucial document for any company, and OPC is not an exception. 

MOA has a large significance in your OPC.

This include:

  • MOA states your OPC’s scope and powers, which means it cannot work beyond this.
  • MOA controls your OPC’s relationship with the world outside.
  • You cannot form your business without MOA. 
  • MOA assists people who enter into a contractual relationship with your company to learn about the company.
  • MOA holds the facts about your firm, its members, and its obligations.

Thus, ROC requires you to submit a MOA for registering your One-Person company. So, now let’s look at the parts of the Memorandum of Association you might need for your OPC.

Which Clause Needs to Be Added to the Memorandum of Association of OPC?

MOA is the fundamental business document of your company.

It comes under the Companies Act, 2013, and the clauses included in MOA for OPC are:

  • Name clause;
  • Object clause;
  • Situation/registered state clause;
  • Subscriber clause.

Let’s know about them in detail.

Name Clause

Under this clause, you must give the name of your company. As yours is an OPC, you must add the phrase ‘private limited’ at the end of your company name.

Object Clause

You must provide the main objective of your company or business under this clause. If you fail to provide the purpose of your business here, your company might shut down. 

Situation/registered state clause

You must provide the registered address of your company under this clause. Your One-Person company is incorporated if you provide the correct correspondence address. You must give that address in MOA too under this clause.

Liability Clause

The liability clause explains what liability the subscriber faces. If the company is limited by shares, the liability that the subscriber faces cannot be more than the face value of shares that he or she holds. If it’s a company that’s limited by guarantee, this clause must define how much liability the subscriber holds. If it’s an unlimited company, this particular clause would not be included in the MOA.

Subscriber clause

This clause has the first subscriber’s name and address. Subscribers here mean the shareholders of the company. According to the Companies Act 2013, the minimal number of shareholders is 2 for a private enterprise, 7 if a public enterprise, and 1 for a one-person company.

These are the clauses you need to add to your MOA for registration of your OPC. Therefore, you might become acquainted with the importance of MOA in your OPC registration process. What next? Are you mindful of the documents you need for OPC? If not, don’t worry. We are here to help you.

What Documents Are Required for OPC?

You are about to register your OPC. But before that, you might need the below documents to register your OPC. Your OPC registration becomes a hassle-free process if you have these documents handy.

They are:

  • Your PAN Card
  • Your Passport-size photograph
  • Your Aadhaar Card/ Voter identity card copy
  • Your bank statement or mobile bill, not older than 2 months
  • Copy of your Rent agreement (If you rent the property for your company)
  • Electricity/ Water bill of your company
  • Your Property papers copy(If you own the property for your company)
  • NOC from your Landlord
  • Consent from the nominee of the OPC

These are the various documents you must have while registering your OPC. So, now you have all the documents and are ready for your OPC registration. Before starting the registration process, get some knowledge about your OPC compliances. Read further.

What Are the Compliances for Opc?

Your OPC must follow a few compliances for the successful incorporation and running of the company. Let’s have a look at them.

  • You must conduct at least two board meetings every year if there is more than one Director, though holding an AGM every year is not necessary for an OPC.
  • You should file income tax returns, annual statements, and financial statements every year.
  • You should file Form INC-20A regarding the commencement of business within 180 days of incorporation of your OPC.
  • You must pay the stamp duty on share certificates within 30 days from the issue of the shares.
  • You should file E-form DPT-3 (Return of Deposits) every year, revealing all details of outstanding loans and payments as of the 31st March of every financial year, if any.
  • You must file Form MBP-1 to disclose the interest required in the first Board Meeting or wherever there is any change by every director of your Company.
  • You must declare that the director in your OPC is not disqualified in Form DIR-8 every financial year.

These are the general compliances you must follow while incorporating your OPC. Be mindful of them for the smooth running of your OPC business.

FAQs: MOA for OPC Registration

Is ADT 1 required for OPC?

ADT 1 is a form for appointing an auditor for your OPC. You must appoint an auditor for five years after your first Annual General Meeting(AGM). You must file ADT 1 form mandatorily for that. However, do not need to submit ADT 1 form for the first-time auditor you appoint before your AGM.

Is AGM mandatory for OPC?

All companies other than an OPC must hold an annual general meeting each financial year. However, in the case of an OPC where there is only one director on the Board of Directors, it is sufficient that one director passes the resolution and enters it in the minutes’ book. Thus, you do not need to hold an AGM for your OPC. It is ok to have the resolutions in the minutes’ book.

Is DSC required for OPC?

Yes, of course. Digital Signature Certificate (DSC) is the mandatory document required to incorporate any company. It is a vital document to register your company. Apply for it and have it handy. 


As you observe from the above article, a Memorandum of Association(MOA) for your OPC registration is mandatory. MOA is the basic document required to fill out any company for that form. MOA draws the boundary for your OPC, and you cannot function beyond that. 

You must add five necessary clauses under MOA for your OPC. MOA gives a detailed understanding of your OPC to any new people wishing to learn from it. Still, do you have any doubts regarding MOA for your OPC? Instafiling helps you register your OPC with MOA. We have an expert team who make your process a hassle-free one.  We are just a call away. Feel free to contact us.

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