INC – 6

One Person Company- Application for Conversion

• eForm INC-6 is required to be filed pursuant to Section 18 of Companies Act, 2013 and Rule 7(4) of the Companies (Incorporation) Rules, 2014
• This eForm is required to be filed in case of conversion of OPC into private or public or conversion of private into OPC. In case paid up share capital of an One Person Company exceeds fifty lakh rupees or its average annual turnover during the relevant period exceeds two crore rupees, it shall make an application in Form INC-6 within 6 months from the effective date on which the above threshold limit was exceeded.
• However if any One Person Company wants to convert itself into private/public company then also it can voluntarily apply through Form INC-6 after two years of its incorporation. A private company can also make an application for conversion into One Person Company by filing Form INC-6.
• Please ensure eForm MGT-14 (in case of conversion of OPC) and eform INC-5 (in case of mandatory conversion of OPC) must have been filed and approved before filing this eForm.
• In case of Conversion of OPC into private company or Conversion of OPC into public company, user is required to fill Part A and B of the eForm.
• In case of Conversion of Private company into OPC option, user will be required to fill Part B and C of the eForm.
• Enter a valid CIN of the company.

Part A

• Serial No 5(b) & (c), 6 and 7 is required to be filled by the user in case conversion of OPC is mandatory by the provisions of the Companies Act, 2013

• Date of exceeding the threshold limit: Ensure that the date you enter in this form is same as the date on which the paid up share capital or average annual turnover of the company, as the case may be has exceeded the threshold limit.
• Amount so exceeded the threshold limit : Enter the amount (paid up capital or average annual turnover)by which the OPC has exceeded the threshold limit. User is required to make sure that the date and amount entered should be same as mentioned in eForm INC-5.
• Specify the relevant period (in case turnover selected): Enter the relevant period in short description of immediately preceding three consecutive financial years when the average annual turnover of the OPC has exceeded the threshold limit of two crore rupees. For example 01/04/2014 to 31/03/2017 may be entered as a format of relevant period.

Part B

• Enter the details of special resolution authorizing conversion of company.
• Enter the authorized and paid up capital of the company after conversion.
• Enter the maximum number of members of the company.

Part C- This part is required to be filled in case of conversion of private company into OPC

• Enter an approved DIN, if any of the sole member of the OPC subsequent upon conversion.
• Enter the proposed name of the company subsequent upon conversion (after deletion of the word ‘Private’ and addition of the word OPC).

• Enter the full name of the Nominee
• User should ensure that nominee should be an Indian citizen and resident in India and should not be nominee to more than one OPC.

Attachment:

• It is mandatory to attach following with this eForm in all the three purposes

o    Altered Memorandum of association

o    Altered Articles of association

o    Copy of the duly audited and certified latest financial statement.

o    Copy of board resolution authorizing giving of notice

• It is mandatory to attach a certificate from Chartered Accountant if the conversion is, because of exceeding average annual turnover
• In case of conversion of private company into OPC, following attachments are mandatory:
  • Affidavit
  • Certified true copy of minutes, list of creditors and list of members.
  • Copy of NOC of every creditors.
  • Consent of the nominee in Form No. INC-3 along with all enclosures
  • Copy of PAN card of the nominee and member.
  • Proof of identity of the nominee and member.
  • Residential proof of the nominee and member.

Fee (in case of company having share capital)

Nominal Share Capital Fee applicable

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