Closure of OPC in India - Company Strike Off & Winding Up Process
A One Person Company, incorporated under the Companies Act, 2013, is an organization owned and operated by one owner. Just like other companies, an OPC has to undergo a legal winding-up procedure regarding settling its various liabilities, distribution of assets, and deregistration at the MCA, which ultimately results in the closure of One Person Company.
An OPC may be incorporated by a single person and has fewer compliances as compared with other types of companies. The sole member has the full responsibility to manage the company and to comply with statutory requirements. Correspondingly, an OPC is required to be wound up under the Companies Act in order to dissolve it legally and close OPC in India in a compliant manner.
OPC closure is the winding up and dissolution of a One Person Company. An OPC can be closed down by winding up either voluntarily by its sole member or by the order of the court. Though the steps are different, both culminate in the OPC being dissolved and removed from the register of the MCA through OPC strike off or OPC winding up.
OPC Closure Certificate [Sample]
What is the Closure of One Person Company
Closure of an OPC means the lawful procedure of winding up of the OPC, paying off its liabilities, distribution of remaining assets, and removal of the company's name from the records of MCA. Closure can be affected by Strike Off, winding up, or liquidation, depending on financial position and compliance, and explains how to close OPC legally under the Companies Act, 2013.
The winding up of an OPC is initiated, on a voluntary basis, by its sole member or upon receiving an order for compulsory winding up or liquidation from a competent authority. The One Person Company closure process generally consists of passing resolutions, appointing a liquidator if needed, clearing debts, distributing assets, filing the required forms with MCA, and getting a closure certificate. After that, OPC strike off or OPC winding up removes the OPC from the register of companies.
Process of Closure of a One Person Company
The detailed process of Closure of OPC, also incorporating voluntary winding up OPC, winding up, and liquidation of OPC, is given below:
- Step 01 - Convene a General Meeting:The initial step for the winding up of the One Person Company includes the holding of the Special General Meeting (SGM). The sole director adopts the resolution for the approval of the winding up or the liquidation of the OPC as part of the One Person Company closure process. The notice must be issued for at least 14 days before the meeting.
- Step 02 - Appointment of a Liquidator:In the case of liquidation of an OPC, a qualified liquidator is appointed by the sole owner of the company or the court. The liquidator takes care of the operations of the company, realizes the company's assets into cash, pays the liabilities, and brings final closure under OPC winding up.
- Step 03 - Settle Debts and Liabilities:The liquidator identifies, verifies, and settles all the outstanding liabilities. The creditors are informed about the intention to close down or wind up OPC and are invited to send in claims within a stipulated time.
- Step 04 - Distribute Assets: After liabilities are cleared off, valuation of remaining assets is done and distributed to the sole shareholder, thus the winding up of an OPC in an orderly manner is ensured during the closure of One Person Company.
- Step 05 - File Closure Application:The liquidator submits the closure application to the MCA for OPC strike off, including filing the prescribed forms such as Form STK-2 OPC, and MCA checks the compliance documentation and removes the OPC from the register of the company.
- Step 06 - Obtain Closure Certificate:After completion of the winding up or liquidation process, a Closure Certificate is issued by the MCA. With a Closure Certificate, the OPC will be deemed dissolved. The books of account must be retained for a period of at least eight years from the date of closing after close OPC in India.
Documents Required for Closure of One Person Company
Following is the list of documents required for the closure of a one-person company:
- Board Resolution
- List of creditors
- Statement of Affairs
- Financial Statement
- Notarized Indemnity Bond
- An affidavit in Form STK - 4
- CTC of Special Resolution
- Statement Containing any Pending Litigation
Fees for Closure of One Person Company
The total cost for the closure, strike-off, and OPC winding up is ₹21,999, which includes the government fees and the fees of professional services offered by Professional Utilities.
| One Person Company(OPC) Closure | Fees |
|---|---|
| Government Fee | ₹10,000 |
| Professional Fee | ₹11,999 |
| Total Fee | ₹21,999 |
Note: The aformentioned Fees is exclusive of GST.
Note: For company closure, a professional fee is charged by the company secretary, and an additional fee for documents processing and auditing (Notary and Stamp Paper).
Reasons for Closure of a One Person Company
Reasons for closure, strike off, or winding up several circumstances might contribute to the closure of One Person Company. They include:
- Economic reason: This is the main reason for the termination of the One Person Company itself, which happens when the enterprise fails to earn adequate profits to sustain the business, leading to OPC winding up.
- In situations where a company’s product or service becomes unpopular in the market, it tends to attract fewer clients, and consequently, there will be less revenue. This could result from technology advancement and market changes or changes in market trends and even economic downturns that cause the wind-up of a one person company.
- Strategic changes: Sometimes, a firm may close because there has been a change in strategy, causing the closure of One Person Company.
- Retirement or Death: In a situation where retirement or death affects the founder/decision maker, OPC strike off or winding up of a One Person Company may occur due to a possible succession crisis.
- Issues with regulatory matters: If the business fails to adhere to the statutory or regulatory matters, the business can be forced to shut down operations; hence the need to close OPC in India.
- Mergers or acquisitions: An OPC may be wound up after a merger or acquisition, causing OPC winding up or liquidation.
- Legal Issues: In the event the business fails to repay its loans, liquidation of OPC may be required, which at times results in the total winding-up of the business.
- Natural Disasters: A firm can be forced to close if their premises are damaged or destroyed due to natural disasters, resulting in the closure of One Person Company.
Conclusion
Therefore, for the closure of One Person Company in the Indian context, the method involves OPC strike off or the voluntary winding up OPC and liquidation process. Irrespective of whether the OPC wants to close the company voluntarily or forcefully, strict norms related to the MCA must be followed. Owing to the complexity associated with how to close OPC, professional expertise is highly recommended.
FAQs on One Person Company Closure:
What is the closure of One Person Company (OPC)?
The closure of an OPC is the legal process of closing or striking the company down as a legal entity in accordance with the Companies Act, 2013.
What is the procedure for closure of OPC?
The process of closing an OPC includes passing a resolution by its board, determining liabilities, filing specific forms with the ROC, and approval for striking off or winding up.
What is the fee for OPC company closure?
The fee that the government will charge to close an OPC will depend on the procedure that is involved; the strike-off procedure is relatively less expensive compared to the winding up procedure.
What are the methods to close an OPC in India?
An OPC can be dissolved under voluntary strike-off under Section 248 and under compulsory winding up under the Companies Act, 2013.
How long does it take to close a one person company?
The time required for OPC closure is approximately 3 to 6 months, depending on document accuracy and ROC approval time.
Whether a liquidator is obligated to close an OPC?
A liquidator is needed solely in the instance of a wind up and not in the instance of a voluntary strike-off for an OPC.
Can an OPC be closed without clearing its liabilities?
No, an OPC needs to pay off all its liabilities and clear all its dues before making a request for its closure.
What documents are required for OPC closure?
The important documents are board resolutions, affidavits, indemnity bonds, financial statements, and forms related to closing an OPC under ROC.
Speak Directly to our Expert Today
Reliable
Affordable
Assured
Industries Served by
Professional Utilities
Apparels
Footwear
Furniture
Gems and Jewellery
Tourism & Hospitality
Consumer Electronics
Chemicals
Telecom
Oils & Gas
Hotel
Railways
Liquor
Health & Medical
Food Processing
Dangerous/ Haz. Goods
Tea & Coffee
Capital Goods
Recycling
Rubber
NGOs
Silk
Handloom
IT & BPM
Steel
Automobile
Tobacco
Constructions
Disclaimer:The information provided on this website is intended for general information purposes only. Although all reasonable efforts are made to ensure that the information provided is correct and reliable, it is not advised to be used as a substitute for professional advice. The information herein is not to be used in place of seeking professional services, counsel, or guidance. We highly advise that you consult a professional before you make any business or legal decisions regarding the information presented on this website. This website and its contents are given "as is", and we do not take any responsibility for any action that is taken based on information given on this website.
- Written by: Abhishek Yadav
- Fact-checked: Sahil Singh
- Updated on: April 04, 2026
Testimonials
"Explore how Professional Utilities have helped businesses reach new heights as their trusted partner."
It was a great experience working withProfessional Utilities. They have provided the smoothly. It shows the amount of confidence they are having in their field of work.
Atish Singh
It was professional and friendly experience quick response and remarkable assistance. I loved PU service for section 8 company registration for our Vidyadhare Foundation.
Ravi Kumar
I needed a material safety data sheet for my product and they got it delivered in just 3 days. I am very happy with their professional and timely service. Trust me you can count on them.
Ananya Sharma
Great & helpful support by everyone. I got response & support whenever I called to your system. Heartly thanx for Great & Super Service. Have a Great & Bright future of team & your company.
Prashant Agawekar
Thank you so muchProfessional Utilitiesteam for their wonderful help. I really appreciate your efforts in getting start business. Pvt Ltd company registration was smooth yet quick.
Abhishek Kumar
I applied for Drug licence and company registration and their follow-up for work and regular updates helped me a lot. They are happily available for any kind of business consultancy.
Vidushi Saini
Great experience went to get my ITR done, process was quite convenient and fast. Had a few queries, am happy about the fact those people explained me all things I wanted to know.
Taniya Garyali
Great services provided by Professional Utilities. They are best in this industry and the best part is their prices are so affordable. Kudos to you. Now you guys are my full-time consultant.
Aftab Alam
Trusted By
.svg)
