Section 122 of the Companies Act, 2013
Section 122 of the Companies Act, 2013 applies specifically to One Person Companies (OPCs) and provides exemptions and modifications for their governance.
🔹 Section 122 – Applicability of the Act to One Person Company (OPC)
Key Points:
Exemptions from Certain Provisions:
Many provisions applicable to general companies do not apply to OPCs, or are modified to suit their nature.
Resolutions and Meetings:
Any business required to be transacted at a general meeting or board meeting of a company can be carried out by the sole member or the director(s) of the OPC.
This can be done by recording the resolution in the minutes book, signed and dated by the member or director.
No actual meeting is required — written resolution suffices.
Signing of Financial Statements:
In the case of an OPC with only one director, the financial statements can be signed only by that director.
Board Meetings:
An OPC having only one director is not required to hold board meetings.
General Meeting:
Provisions related to general meetings do not apply to OPCs, as they have only one member.
✅ Objective of Section 122:
To reduce the compliance burden on One Person Companies, allowing easier management and operation without formal board or general meetings.
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