A Nidhi Company is a company registered under the Companies Act, 2013 basically with a motive of cultivating the habit of thrift and savings amongst its members. Nidhi Companies are allowed to take deposits from their members and lend to its members only. Thus, the funds contributed into a Nidhi Company come only from its members. Nidhi Company is governed by Section 406 of the Companies Act, 2013 and Company Nidhi Rules, 2014.
The word “Nidhi” in Nidhi Company has roots in the word “Nidhi”, a word commonly found in the Hindi vocabulary that means “treasure”.
Nidhi Company is a class of NBFC as such the activities of a Nidhi Company do fall under the purview of RBI and RBI has power to issue necessary directions for them regarding their deposit acceptance activities. However, as Nidhi Companies only deal with its member’s money only, RBI has exempted Nidhi Companies from the core provisions of the RBI and other regulations applicable to a NBFC.
Minimum 3 director
Minimum 7 shareholders
Director and Shareholder may or may not be the same persons
Minimum capital requirement is Rs. 5 Lakhs
DIN of the directors
Digital Signature of shareholder and directors
4 proposed names for company in order of preference
Quantum of Capital: Both Authorized and Paid up
DIN (Director Identification number) of directors
DSC (Digital Signature) of directors and shareholders
Self attested PAN Card and Aadhar Card copy of all directors and shareholders
Self attested ID Proofs of directors & shareholders (Driving License/Voter ID/ Passport)
Self attested address proof of directors & shareholders (Utility Bill/ Bank Statement/ Bank passbook copy)
Passport size color photo of director & Members in JPEG format
NOC from owner of premises or Rent/ Lease agreement of registered office (if leased/ rented)
Utility bill in name of owner not older than 2 months
Occupation and educational qualification, place of birth and nationality
Mobile no. and email id of directors and shareholders
Declarations and Affidavits from First directors of company in prescribed formats
Verification of documents provided by you
Application for Name Approval (online RUN WEB Application on MCA Portal)
Obtaining DSC (Class-2) and DIN as required above. However, in new companies DIN can be obtained within SPICe + facility
Incorporation of company along with filing of e-MOA and e-AOA
Providing you Certificate of Incorporation
DIN for 3 directors
DSC for directors/ subscribers
Name approval of company- RUN WEB FORM/ SPICe+
Memorandum of Association/ Article of Association of Company (e-MOA/e-AOA)
Certificate of Incorporation
Mandatory PAN of Company (e-PAN Card)
Mandatory TAN of Company (e-TAN letter)
Mandatory ESIC/EPFO Registration (using new SPICe+ form)
Professional Tax Registration (in case of Maharasthra)
Mandatory Opening of Bank Account
GST Registration (if required)
Shop and Establishment Registration (Chargeable separately)
Liability of directors and members is limited to the extent of capital invested by them. As such, in case of losses, the directors and members cannot be called upon to pay liabilities of the company out of their personal assets.
The Nidhi Company takes deposit from its members at attractive interest rates which motivate its members towards savings.
Nidhi Company is not required to obtain license from RBI unlike NBFC. Nidhi companies have to incorporate themselves as a public company with the MCA. Incorporation cost is also not high. The expenses incorporation of Nidhi Company is approx 25000-30000 including Government fees that vary state to state.
Since, the Nidhi Company lends funds to members only, the entire process of loan approval becomes easier as compared to banks & NBFCs. Members of Nidhi Company can take loan from its own company at cheaper interest rates as compared to NBFCs.
Public companies need to follow various compliances for inviting deposits from public. But Nidhi Company is free from those compliances. It can easily get deposits from public simply by making them members.
Nidhi Companies are governed by Nidhi Rules, 2014. Though activities of Nidhi Companies are regulated by Central Government but the compliances are lesser as compared to NBFCs.
Nidhi Company can be initiated with a minimum capital of Rs. 5, 00,000. Within a year of incorporation, the capital shall be increased to Rs. 10, 00,000 or more.
Nidhi Companies plays an important role in fulfilling the needs of middle and low-income groups by providing them financial assistance with minimum formalities. Specially, these help in providing banking services in rural/remote areas.
Following conditions should be fulfilled for registering a Nidhi Company:-
After incorporation of the Nidhi Company, it must meet all of the following conditions within a period of 12 months:-
Net Owned Fund = Paid up Equity Share Capital + Free Reserves – Accumulated Losses- Intangible Assets (as per last audited Balance Sheet)
Every Nidhi shall invest and continue to keep invested, in unencumbered term deposits with a Scheduled commercial bank (other than a co-operative bank or a regional rural bank), or post office deposits in its own name an amount which shall not be less than ten per cent of the deposits outstanding at the close of business on the last working day of the second preceding month.
A Nidhi Company shall not admit a body corporate, trust or minor as a member.
If the company fails to comply with the minimum member criteria, it shall within 90 days from the close of the first financial year, apply to the Regional Director in Form No. NDH-2 for extension of time and the Regional Director may consider the application and pass orders within 30 days of the receipt of the application.
If even after the second financial year, the Nidhi Company is unable to comply the membership requirement, then it shall not accept any further deposits from the commencement of the second financial year till it complies with the provisions for operating as a Nidhi Company and be liable for penal consequences.
No, a Nidhi Company cannot borrow funds or lend to an outsider who is a non-member.
A Nidhi Company can accept deposits not more than 20 times of its NOF as per the latest audited financial statements.
Nidhi Companies are not required to take RBI license for incorporation. RBI has exempted the Nidhi Companies from the core provisions of the RBI Act and other directions applicable to NBFCs. The provisions of Section 45-IA (Compulsory Registration with RBI), Section 45-IB (Maintenance of Liquid Assets), Section 45-IC (Creation of Reserve fund) have been exempted for Nidhi Companies. However, R.B.I can issue direction to Nidhi Companies.
Nidhi Companies have been prohibited from performing the following activities:
Following are the statutory compliances for Nidhi Company:
Form NDH-1
A Nidhi Company must submit the list of members in Form NDH-1 within 90 days from the end of every financial year, duly certified by a CS/CA/CMA in practice.
Form NDH-3
A half yearly return in Form NDH-3 to be filed with ROC duly certified by a CS/CA/CMA in practice.
Annual Filings
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