The law
Companies Act 2013, Sec 3(1)(c)
One person can form a private company (OPC); the memorandum names a nominee with prior written consent who becomes member on the subscriber's death or incapacitySource
Companies (Incorporation) Rules 2014, Rule 3
Only a natural person who is an Indian citizen can form an OPC or be nominee; one OPC only; no minors; no Section 8 or non-banking financial investment activitySource
Companies (Incorporation) Amendment Rules 2021 (effective 1 April 2021)
NRI Indian citizens allowed; residency period cut from 182 to 120 days; ₹50 lakh capital and ₹2 crore turnover limits removed; conversion allowed any timeSource
Companies (Incorporation) Rules 2014, Rule 4
Nominee named in memorandum and consent filed with SPICe+; on withdrawal or change, company files INC-4 within 30 daysSource
Companies (Incorporation) Rules 2014, Rule 38
SPICe+ procedure, e-MoA and e-AoA, resubmission within 15 days and not more than 30 days in totalSource
Companies Act 2013, Sec 446B
Penalties on OPCs and their officers are half the normal penalty, capped at ₹2,00,000 for the company and ₹1,00,000 per officerSource
Government fee
Name reservation ₹1,000 (Sec 4(4) with Companies (Registration Offices and Fees) Rules 2014, https://ca2013.com/rule-12-companies-registration-offices-and-fees-rules-2014/). No incorporation fee for authorised capital up to ₹15,00,000 (https://pib.gov.in/PressReleasePage.aspx?PRID=1656755); above that the Fees Rules Annexure has a separate lower slab for OPC and small companies. State stamp duty on MoA and AoA is auto-calculated in SPICe+ Part B (https://learn.quicko.com/spice-plus-form-overview?amp).