One Person Corporation
One Person Corporation (OPC)
A One-Person Corporation (OPC) is a corporation with a single stockholder, (also known as incorporator) shall be the sole director and president. Who can only be a natural person (who must be of legal age), trust or estate. As an incorporator, the “trust” does not refer to a trust entity but rather pertains to the subject being managed by a trustee; and non-chartered GOCCs may not incorporate as OPC, unless provided under special laws. S/he can be the Corporate Treasurer but not as the Corporate Secretary and required to designate a nominee and an alternate nominee who shall be indicated in the Articles of Incorporation to replace the single stockholder if they die or become incapacitated to operate the OPC. Within fifteen (15) days from the issuance of its Certificate of Incorporation, the OPC shall appoint a Treasurer, Corporate Secretary, and other officers; and within five (5) days from appointment, the OPC shall notify the Securities and Exchange Commission (SEC) using the Appointment Form as may be prescribed by the SEC.
- Limited legal liability and responsibilities since there’s a clear separation between your personal assets and those of the company; and
- Minimum capital stock is not required.
- Natural persons with a license in certain professions (e.g., lawyers, accountants) are not allowed to operate an OPC;
- Banks, financial institutions, quasi-banks, and other financial entities aren’t allowed to incorporate as an OPC; and
- It may be difficult for you to attract investors or capital since you are not allowed to transfer shareholdings unless converted in a regular corporation.