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How to Change the Nominee of One Person Company Registration Online?

One Person Company Registration Online

One Person Company Registration online stands as the premier choice of solo entrepreneurs who want to enter the business world. It provides a number of benefits, including lesser compliance as compared to Private Limited Companies. One of the most important features of an OPC Registration in India is the need for a nominee to take over the company in case of death or incapability of the sole member. But sometimes, such a situation arises that you need to change the nominee for the smooth operations of the company. In this blog, we will discuss everything related to the change of the nominee.

But before moving ahead with the change in nominee, let’s talk a little about a One person Company.

OPC Registration is also known as Single Person Company Registration. It is the best business structure for solo entrepreneurs. It has been established & managed by a single person. Basically, an OPC is a type of Private Limited Company offering the same features. It will be registered under the Companies Act 2013. OPC Registration online combines the benefits of a Private Limited Company as well as the simplicity of a sole proprietorship. OPC Registration includes the benefits of limited liability & separate legal entity.

Significance of a Nominee for One Person Company Registration Online

As per the Companies Act 2013, it is essential for an OPC Registration in India to appoint a nominee. A nominee is a natural person who will take over the company in case of incapacity or death of a sole member. It will make sure about the continuous existence. The key responsibilities of the nominee include-

  • Legal Obligations: The nominee is responsible for fulfilling all the legal & regulatory obligations of the company.
  • Take Control: The nominee can take over the management & operations of an OPC Registration if the sole member cannot fulfill their responsibilities.
  • Rights & Liabilities: The nominee can enjoy the same rights & liabilities as that of the original (sole) member.

Important Forms for the Change of Nominee of One Person Company Registration

At the time when you have to change the nominee of an OPC registration, you need to file two important forms with ROC, i.e., Registrar of Companies, which are as given below-

  • Form INC 3: Basically, this form is a consent form for a new nominee. The newly appointed nominee must have to give their consent to be appointed as the new nominee of an OPC Registration online.
  • Form INC 4: INC 4 is the application form of changing the nominee. You have to file this form with ROC. The documents that you need to attach with form INC 4 are-
  1. Consent of newly appointed nominee i.e. Form INC 3
  2. Notice of withdrawal by the old nominee
  3. Copy of PAN card of new nominee
  4. Identity proof of new nominee
  5. Address proof of new nominee 

Circumstances of Changing Nominee of One Person Company Registration Online

As per Companies Act 2013, nominee of the company will be changes in the following situations-

  • Withdrawal of Consent by Nominee Itself-

Sometimes, nominee themselves withdraw their consent due to any reasons. To do so they have to serve a notice to the sole member of the OPC.  In such cases, the sole member must have to appoint a new person as nominee within 15 days of receiving the notice of withdrawal. The new nominee will should give their consent to be appointed as a nominee in OPC via form INC 3.

  • Sole Member Changes the Nominee

Sole member of an OPC registration can change the nominee due to any personal issue or incapacity of the current nominee. For this, OPC has to obtain the consent of the new nominee via Form INC 3 and must file Form INC 4 with ROC, i.e., Registrar of Companies, along with the PAN card of the new nominee.

  • Death or Disability of the Sole Member of OPC

During circumstances where the sole member of the OPC dies or gets disabled, the nominee steps in & becomes the sole member of the Company. In such a situation, the nominee has to appoint a new nominee within 15 days of becoming the sole member. In case of the death of the sole member, you need to attach the death certificate along with Form INC 4. 

Steps to Change the Nominee of One Person Company Registration Online

The process of changing the nominee of OPC Online Registration includes a number of legal steps as per the rules set by the MCA i.e. Ministry of Corporate Affairs. In this section of the blog, we will provide you with a step-by-step guide to changing the nominee of an OPC. Here are the steps-

  • Step 1: Obtain Consent from New Nominee

Before moving ahead of with the formalities, it is crucial to obtain the written consent of newly nominated person. The consent to be appointed as a nominee in OPC must be in proper format. Just remember to make sure that the new nominee must be eligible to act as the new nominee of an OPC online registration and should not be disqualified as per the Companies Act 2013.

  • Step 2: Preparation of the Nomination Form

Form INC 3 which is known as the nomination form must have to be filled out with all the accurate details of the new nominee. The essential information to be filled in this form includes the name, address, date of birth, and the other relevant information of the new nominee.

  • Step 3: File form INC 4

After obtaining the consent from the new nominee, you have to file the form INC 4 with ROC i.e. Registrar of Companies. It is a form that has been used to make the changes in the details of a company. Also attach all the requisite documents including form INC 3 along with form INC 4.

  • Step 4: Payment of Fees

After that you have to pay the prescribed fees. You can pay the fees online via online portal of MCA i.e. Ministry of Corporate Affairs.

  • Step 5: COI i.e. Certificate of Incorporation

After the successful verification by the ROC i.e. Registrar of Companies, you will get a fresh Certificate of Incorporation. It may take the time of some days.

  • Step 6: Update Company Records

At last you have to update all the records of the OPC registration online in order to reflect the change in nominee including statutory registers, bank records & other regulatory bodies.

These are the easy steps that you should follow in order to change the nominee of One Person Company Registration Online. Follow these steps & make the process of nominee change smooth.

Documents Required for Changing the Nominee of One Person Company Registration Online

Some crucial documents have been needed to change the nominee of an OPC Registration in India. Here are the essential documents that you have to attach along with Form INC 4-

  • Consent of the new nominee who has been appointed by the sole member (Form INC 3)
  • Copy of the PAN (Permanent Account Number) card of the new nominee
  • Identity proof of the new nominee
  • Proof of residence of the new nominee
  • Notice of Withdrawal by the old nominee

You have to attach these documents along with form INC 4 for a smooth processing.

Key Considerations of Changing the Nominee of One Person Company Registration Online

While changing the nominee, you have to keep some major points in your mind. Here, in this section of blog, we will discuss about the key considerations that you should remember.

  • Eligibility of the Nominee

Just make sure that the person is eligible to become the new nominee as per the Companies Act 2013. The nominated person will not be a minor, or disqualified under any other legal provisions. The person should be an Indian Citizen & resides in India.

  • Written Consent

To change the nominee, you must have to obtain the written consent of the new nominee via Form INC 3.

  • Timely filing

All the essential documents to change the nominee must be filed within the given frame of time. Late filing may attract the penalties and may complicate the process. 

  • Agreement with Sole Director & Shareholder

After giving the consent, the new nominee must have to agree with the sole director & shareholder of the one person company.

  • Accurate Documentation

You have to make sure that all the filed & signed documents should be accurate. Otherwise, any error may lead to the rejection of the forms by ROC.

  • Professionals Assistance

It will be better for you to seek the professional guidance of the experts in order to make sure that the process of changing nominee will carried out smoothly and must be in compliance with all the legal requirements.

Final Words

It is a simple process to change the nominee of an OPC Registration in India. You need to follow the above mentioned steps properly and also make sure about the compliance with the relevant legal provisions. You can make sure about the smooth transition & continuous success of your OPC by understanding the role of nominee, obtaining necessary consents and filing the appropriate forms with ROC i.e. Registrar of Companies. With the professional assistance like Legal Pillers, you can change the nominee hassle-free, making sure about the continuous existence & stability of your company. Legal Pillers has a dedicated team of professionals having expertise in the process of changing the nominee. We will help you throughout the process. So, what are you waiting for? Contact us now and get the seamless experience of changing nominee.

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