At a glance
| Company type | Minimum paid-up equity | Within 120 days | Our fee |
|---|---|---|---|
| Public company, name ending "Nidhi Limited" | ₹10,00,000 | 200 members, ₹20 lakh net owned funds, NDH-4 filed | From ₹3,499 |
What is a Nidhi company?
A Nidhi is a company declared by the Central Government under section 406 of the Companies Act, 2013, whose only object is to cultivate thrift and savings among its members and to accept deposits from and lend to members for their mutual benefit. It runs under the Nidhi Rules, 2014, as amended by the Nidhi (Amendment) Rules, 2022.
It is a company first. It is incorporated through SPICe+ like any public company, gets a certificate of incorporation and a CIN, and files with the Registrar of Companies every year. What makes it a Nidhi is the declaration that follows, obtained by filing Form NDH-4.
A Nidhi is not a bank and not an NBFC. It cannot deal with the general public: every depositor and every borrower must be a member who holds its shares.
Is a Nidhi the right structure for you?
Choose a Nidhi if a community, trade group or locality wants to pool savings and lend to its own members, and you can bring in at least 200 members quickly. It suits members who know each other and want small secured loans, such as loans against gold or property.
It does not suit you if you want to:
- lend to the public or to businesses that are not members
- run chit funds, hire purchase, leasing or insurance
- raise money from investors through preference shares or debentures
- take foreign investment
For those goals you need a different licence or structure. A private company registered with the RBI as an NBFC is one route; our company registration page compares the other structures.
Requirements to register a Nidhi company
You need to meet two sets of conditions: one at incorporation, and a second within 120 days of incorporation. Missing the second set means the company cannot take deposits or give loans.
At incorporation
| Requirement | What the rules say |
|---|---|
| Company type | Public company (rule 3) |
| Name | Must include "Nidhi Limited" |
| Paid-up equity share capital | At least ₹10,00,000 (rule 3) |
| Members | At least 7, as for any public company |
| Directors | At least 3, with at least one who stays in India for 182 days or more during the financial year |
| Object | Only to cultivate thrift and savings among members, and to receive deposits from and lend to members |
Because paid-up capital must be at least ₹10 lakh, most promoters set authorised capital between ₹10 lakh and ₹15 lakh. Up to ₹15 lakh, the MCA incorporation fee is nil.
Within 120 days of incorporation
A Nidhi incorporated after the 2022 amendment must, within 120 days of incorporation, apply to the Central Government in Form NDH-4 for declaration as a Nidhi, with:
- at least 200 members, and
- net owned funds of ₹20 lakh or more (rule 4 requires every Nidhi to keep net owned funds of at least ₹20 lakh).
Net owned funds are, broadly, paid-up equity capital and free reserves, less accumulated losses and intangible assets. Preference share capital does not count. With ₹10 lakh of capital at incorporation, you usually need further equity from members to cross ₹20 lakh.
The Central Government examines the NDH-4 and conveys its decision within 45 days. If it does not decide within 45 days of receiving the application, the application is deemed approved.
Directors and promoters: the fit-and-proper test
Since 2022, promoters and directors of a Nidhi must be fit and proper persons. The rules look at integrity, reputation and character, and list disqualifications, including:
- a pending criminal complaint or a charge sheet for an economic offence
- a conviction for an offence involving moral turpitude
- being declared insolvent, of unsound mind, a wilful defaulter or a fugitive economic offender
- a restraint order from a regulator
We check each proposed director against these grounds before filing, because a failed test affects the NDH-4 decision.
Documents you need
Send clear scans. We check every document against the SPICe+ and NDH-4 requirements before filing.
For each director and subscriber (at least 3 directors, 7 subscribers)
- PAN card
- Aadhaar, or passport, voter ID or driving licence
- Address proof not older than two months: bank statement, electricity, telephone or mobile bill
- Recent photograph, personal email ID and mobile number
- A declaration on the fit-and-proper criteria (we prepare the format)
For the registered office
- Utility bill not older than two months
- No-objection certificate from the owner
- Rent agreement, if rented
For the NDH-4 stage
- Records showing at least 200 members, with their share allotments
- Figures showing net owned funds of ₹20 lakh or more
- Details of the directors and promoters, with their fit-and-proper declarations
The registration process: incorporation to declaration
The process runs in two stages. Stage one is company incorporation; stage two is the 120-day member drive and the NDH-4 declaration.
| Step | What happens | Form |
|---|---|---|
| 1. Structuring | We fix directors, subscribers, authorised and paid-up capital, and a written plan to reach 200 members and ₹20 lakh net owned funds | None |
| 2. Digital signatures | Class 3 DSCs for directors and subscribers | DSC |
| 3. Name approval | Two proposed names ending "Nidhi Limited" | SPICe+ Part A |
| 4. Drafting | e-MoA with the Nidhi object and e-AoA suited to a Nidhi | INC-33, INC-34 |
| 5. Incorporation | SPICe+ Part B with DINs, PAN and TAN, certified by a professional | SPICe+ Part B, AGILE-PRO-S |
| 6. Commencement | Declaration that subscribers have paid for their shares | INC-20A, within 180 days |
| 7. Member drive | Allot shares to new members and raise net owned funds to ₹20 lakh, keeping minutes and registers | Share allotment records |
| 8. Declaration | Application for declaration as a Nidhi, within 120 days of incorporation | NDH-4 |
| 9. Decision | Central Government decides within 45 days, or the application is deemed approved | Order |
The 120-day window starts on the date of incorporation, not on the date you start the member drive. Plan members and capital before you file SPICe+.
What our ₹3,499 package includes
Our professional fee for Nidhi company incorporation starts at ₹3,499 plus GST.
Included
- Structuring call: directors, subscribers, capital and a 120-day member and net owned funds plan
- Fit-and-proper check on proposed directors and promoters
- Name check and SPICe+ Part A
- Drafting of the e-MoA with the Nidhi object and the e-AoA
- SPICe+ Part B with AGILE-PRO-S, DINs for up to three directors, company PAN and TAN
- Review and certification by a Company Secretary
- Replies to any ROC query on the incorporation
- An NDH-4 checklist and timeline with your company's dates
Not included, quoted separately if you want them
- Government fees and stamp duty (next section)
- Class 3 DSCs
- INC-20A, first auditor appointment and share certificates
- NDH-4 filing, NDH-1 and NDH-3 returns, and annual ROC filings
Fees for Nidhi company registration
Your total is our fee plus government fees. Government fees depend on authorised capital and the state of the registered office.
| Fee | Amount |
|---|---|
| Professional fee (Regikart) | From ₹3,499 |
| Name reservation, SPICe+ Part A | ₹1,000 |
| MCA incorporation fee, authorised capital up to ₹15,00,000 | Nil |
| MCA incorporation fee, above ₹15,00,000 | Charged by authorised capital; we quote it before filing |
| DIN for up to three directors through SPICe+ | No separate fee |
| PAN / TAN | ₹66 / ₹65 |
| Stamp duty, Delhi | ₹10 on SPICe+, ₹200 on e-MoA, 0.15% of authorised capital on e-AoA (maximum ₹25,00,000) |
| Stamp duty, West Bengal | ₹10 on SPICe+, ₹60 on e-MoA, ₹300 on e-AoA |
| Stamp duty, other states including Karnataka | Quoted before filing |
| NDH-4, NDH-1, NDH-3 | ROC filing fee as prescribed, based on capital; quoted before filing |
Professional fees exclude GST at 18%. Government fees, where they apply, are paid at actuals to the department and are shown separately. Fees verified on 22 September 2026.
What a Nidhi can and cannot do
A Nidhi takes deposits from and lends to its members only, within limits set by the Nidhi Rules. Breaking these rules puts the declaration at risk.
Deposits
- Deposits only from members, never from the public.
- Net owned funds to deposits must not exceed 1:20, so deposits can be at most 20 times net owned funds.
- At least 10% of outstanding deposits must be kept in unencumbered term deposits with a bank or a post office.
- Fixed deposits run for 6 to 60 months. Interest on fixed and recurring deposits cannot exceed the maximum rate the RBI prescribes for NBFCs.
- No advertisement to solicit deposits and no brokerage to agents for bringing in deposits.
Loans
Loans go only to members, and only against security such as gold, silver and jewellery, immovable property, government securities, or fixed deposits and insurance policies. The rules cap the amount by the size of the Nidhi's deposits and set repayment periods by type of security.
Prohibited activities
A Nidhi cannot:
- carry on chit fund, hire purchase finance, leasing finance, insurance or acquisition of securities
- issue preference shares, debentures or any other debt instrument
- open a current account for its members
- accept deposits from or lend to anyone who is not a member
Branches and dividend
A Nidhi may open branches only after earning net profits after tax in each of the preceding three financial years; up to three branches within its district are allowed, and more need approval. Dividend is capped at 25% in a financial year. After the 2022 amendment, a Nidhi that has not been declared cannot raise share capital through SH-7 or PAS-3 filings until it complies.
Compliance after registration
A Nidhi files Nidhi-specific returns on top of the normal filings of a public company.
Nidhi-specific returns
| Return | What it is | Due |
|---|---|---|
| NDH-4 | Application for declaration as a Nidhi | Within 120 days of incorporation |
| NDH-1 | Return of statutory compliances, certified by a practising professional | Within 90 days from the close of the first financial year after incorporation |
| NDH-3 | Half-yearly return, certified by a practising professional | Within 30 days from the end of each half year |
Company law and tax filings every year
| Filing | Due |
|---|---|
| Board meetings | At least four a year, with no more than 120 days between two meetings |
| AGM | Within six months of the financial year end (30 September) |
| ADT-1 | Within 15 days of the AGM that appoints the auditor |
| AOC-4 | Within 30 days of the AGM |
| MGT-7 | Within 60 days of the AGM (a public company files the full MGT-7) |
| Statutory audit | Every year |
| DIR-3 KYC Web | Once every three financial years, by 30 June; directors already compliant are next due on 30 June 2028 |
| Income-tax return (ITR-6) | For FY 2025-26 under the Income-tax Act, 1961: 31 October 2026 |
Late AOC-4 and MGT-7 filings carry an additional fee of ₹100 a day per form, with no cap. From Tax Year 2026-27, company income is taxed under the Income-tax Act, 2025. See annual ROC filing, DIR-3 KYC and our ROC compliance package.
Nidhi vs NBFC vs cooperative bank
A Nidhi is the lightest of the three but the most restricted: it serves members only.
| Point | Nidhi company | NBFC | Cooperative bank |
|---|---|---|---|
| Law | Companies Act, 2013 s.406 and Nidhi Rules, 2014 | Companies Act, 2013 and RBI Act, 1934 | State cooperative societies law or the Multi-State Co-operative Societies Act, 2002, and the Banking Regulation Act, 1949 |
| Approval | Declaration by the Central Government (NDH-4) | Registration with the RBI under s.45-IA | Banking licence from the RBI |
| Who it deals with | Members only | Public, within its RBI registration | Members and the public, as licensed |
| Entry capital | ₹10 lakh paid-up; ₹20 lakh net owned funds | Minimum net owned funds set by the RBI | Set by the RBI and cooperative law |
| Activities | Member deposits and secured loans | Lending, investment and other notified activities | Banking |
| Suits | Community savings and lending groups | Commercial lenders | Established cooperative institutions |
Common mistakes that stop a Nidhi
- Starting the member drive after incorporation. The 120-day clock runs from the certificate date.
- Taking deposits before declaration. A Nidhi cannot raise deposits or give loans until it is declared.
- Counting capital wrongly. Net owned funds exclude preference capital and are reduced by losses and intangible assets.
- Directors who fail the fit-and-proper test. Check before you appoint.
- Advertising for deposits or paying agents. Both are prohibited.
- Treating it as a small company. A Nidhi is a public company: full MGT-7, four board meetings a year and a statutory audit.
Why promoters choose Regikart
Regikart is a CA and CS firm with 250+ clients. Nidhi incorporations are prepared by our secretarial team and reviewed by a Company Secretary before filing.
- A plan before the filing. We map directors, capital and the 200-member path before SPICe+, so the 120 days do not run out.
- One team afterwards. INC-20A, NDH-4, NDH-1, NDH-3, annual ROC filing and income-tax returns.
- Written quotes. Professional fee from ₹3,499, government fees line by line.
- Offices in Kolkata (Head Office), Delhi and Bengaluru, and companies registered in every state through documents shared over WhatsApp and email.
Call or WhatsApp +91 70444 94804, or email [email protected].
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