Annual Compliance of Nidhi Company

Deliverables - Timeline

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    Deliverables

    Form NDH 1

    Form NDH 2

    Form NDH 3

    Form NDH 4

    Form MGT 7

    Timeline

    2-3 months

    (from receipt of all documents)

    Annual Compliance of Nidhi Company

    Compliance requirements under Nidhi Companies are divided into three parts:
    1. First is pre-incorporation compliances
    2. The second is post –incorporation compliance
    3. The third is event-based compliances

     Pre-Incorporation compliances of Nidhi Company Every Nidhi Company has to follow some mandatory compliance to obtain Nidhi Company registration. The necessary compliances to be followed are mentioned below:
    1. A minimum of seven members is needed to start a Nidhi Company, out of which three members must be the directors of the company.
    2. The company must have the suffix “Nidhi Limited” in its name and the company must be a public company.
    Minor, Body Corporate and a Trust cannot be admitted as members of Nidhi.
    3. The minimum paid-up share capital must be Rs. 5 lakh.
    4. Nidhi company cannot open branches if it has not earned any profit after tax for consecutive three financial years. 
    5. The rate of interest on the loan shall not exceed 7.5% above the highest rate of interest offered on deposits.
    6. The company cannot issue preference shares, in the case where such shares have been issued by the company before the commencement of the Act, the same shall be redeemed.
    7. The primary objective of the company must be to inculcate the habit of savings in its members.
    Latest MCA Update (16th July 2024):  As per this MCA notification, the Nidhi Rules, 2014 now state that a company cannot use "Nidhi Limited" in its name unless the Central Government officially declares it a Nidhi or Mutual Benefit Society in the Official Gazette under section 406 of the Act. In the Nidhi Rules, 2014, in rule 4 (5), the following proviso will be inserted “Provided that a company shall not use the words “Nidhi Limited” in its name unless it is declared as such under sub-section (1) of section 406 of the Act.”. The existing provision is "Every Company incorporated as a “Nidhi” shall have the last words ‘Nidhi Limited’ as part of its name."

    Post –Incorporation Compliances of Nidhi Company

    Post Incorporation of Nidhi Company compliance is divided into two:
    1. General Compliance
    2. Annual Compliance

    General Compliance

    Within one year of incorporation, a Nidhi company must satisfy the following conditions:
    1. The number of members should increase to at least 200 within one year of its incorporation.
    2. The Net owned funds must be Rs. 20 lakhs (Modified via Nidhi (Amendment) Rules, 2022.
    3. The net owned funds and the deposits shall be in a ratio not exceeding 1: 20 that is Net Owned Funds: Deposits = 1:20.
    4. Unencumbered term deposits should be not less than 10 % of the outstanding deposits as specified in Rule 14 of Nidhi Rules 2014.
    5. The Nidhi Company needs to Maintain Books of Accounts, the statutory Registers.
    6. The Nidhi Company needs to Convene Statutory Meetings.
    Note: Net owned funds are the aggregate of paid-up capital and free reserves reduced by the accumulated and intangible assets as appearing in the last balance sheet.

    Annual Compliance of a Nidhi Company

    Annual compliance is followed to keep the Government updated on the activities and functional divisions of the company. Nidhi Companies must follow the annual compliances mentioned below:

    MCA tightens compliance rules for Nidhi companies vide the Nidhi (Amendment) Rules, 2022
    Any public company incorporated as Nidhi with a share capital of Rs 10 lakh will have to submit an NDH-4 form and apply with the central government to be notified as a Nidhi company within 120 days of its incorporation.
    The company needs to have at least 200 members and should have a net-owned fund (NOF) of Rs 20 lakh.
    If a company doesn’t receive any intimation from the Central government within 45 days of submitting the NDH-4 form, the approval would be deemed to be granted.

    Penalties for Non-Compliance

    Timely filing of compliances is mandatory for every Nidhi company. Non- Compliance attracts penalties for the Nidhi Companies.
    If the company does not meet the compliance, the organization and the concerned officers will be fined an amount up to Rs. 5,000.
    In the case of continuation of infringement, the company will be charged a further fine of Rs.500 per day.

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    FAQs

    They are regulated under Section 406 of the Companies Act, 2013. According to the regulations, Nidhi companies must have at least 200 members and a minimum capital of ₹5 lakhs. Nidhi Finance India are required to maintain a minimum liquidity ratio of 20% and a minimum net-owned fund of ₹10 lakhs at all times.