Nidhi Company Registration — Incorporation and NDH-4 Declaration
Nidhi company registration now happens in two stages. You first incorporate a public company on the MCA V3 portal, and then, within 120 days, you apply in Form NDH-4 to be declared a Nidhi with at least 200 members and ₹20 lakh of net owned funds. We handle both stages.
What it is
A Nidhi is a public company that the Central Government declares a Nidhi under Section 406 of the Companies Act, 2013. Its purpose is to build the habit of thrift and saving among its members. It takes deposits only from members and lends only to members.
Once the company is declared a Nidhi, you will also need software for member records, deposits, loans and statutory returns, which is what our Nidhi management software is built for.
Incorporation alone no longer makes a company a Nidhi. That changed with the Nidhi (Amendment) Rules, 2022 (G.S.R. 301(E), 19 April 2022). Rule 3B of the Nidhi Rules, 2014 requires a separate application in Form NDH-4, and the company may start business only after the Central Government approves it. Both filings go through the MCA V3 portal.
The name rules changed in July 2024 too. G.S.R. 411(E) removed the incorporation-stage requirement for a Nidhi name, and G.S.R. 413(E) added a proviso to Rule 4(5): a company cannot use the words “Nidhi Limited” until it has been declared a Nidhi under Section 406(1).
Who it applies to
Turn an informal savings circle into a company
People who already pool savings informally, such as a traders’ group or a housing colony, and want a lawful company with audited accounts.
Bring ₹10 lakh to start
Rule 4(1) requires paid-up equity share capital of at least ₹10 lakh. You need seven members and three directors to incorporate, and the capital must grow to ₹20 lakh of net owned funds by the NDH-4 stage.
Lend within a member base
If your plan is to lend only within a member base, a Nidhi is regulated by the Ministry of Corporate Affairs, not as an NBFC. If you want to lend to the general public, look at registering an NBFC with RBI instead.
Why it matters
Take deposits only after declaration
Under Rule 3B(5), a company incorporated as a Nidhi commences business only after the Central Government’s approval is filed with Form INC-20A. Not a single deposit before that.
Show members a status they can verify
In September 2026 the MCA warned the public that many companies had not filed NDH-4 in time, and that Nidhi deposits are not insured by DICGC. Members are told to check a company’s declared status before depositing. A clean declaration answers that question.
Start with far less capital than an NBFC
A Nidhi starts with ₹10 lakh of paid-up capital and ₹20 lakh of NOF at NDH-4. An NBFC registering with RBI today needs net owned funds of ₹10 crore.
Nidhi vs NBFC at a glance
| Point | Nidhi company | NBFC (loan company) |
|---|---|---|
| Regulator | Ministry of Corporate Affairs (Section 406) | Reserve Bank of India (Section 45-IA, RBI Act, 1934) |
| Entry capital | ₹10 lakh paid-up; ₹20 lakh NOF at NDH-4 | ₹10 crore NOF |
| Who can borrow or deposit | Members only (Rule 6) | General public, as per its RBI category |
| Branches | Only after three years of net profit, within the State (Rule 10) | As per RBI rules for its layer |
| Loan cap per member | ₹2 lakh while deposits are below ₹2 crore (Rule 15(2)) | No member-based cap |
Documents required
From each director and subscriber
- PAN and Aadhaar
- Passport-size photograph
- Recent bank statement or utility bill as address proof
- Mobile number and email for DIN and DSC
- Consent to act as director (DIR-2)
For the registered office
- Utility bill not older than two months
- Notarised rent agreement with a rent receipt, or the ownership document
- No-objection letter from the owner
For the NDH-4 stage
- Register of members showing at least 200 members
- Audited or certified figures showing NOF of ₹20 lakh or more
- Fit-and-proper declarations from every promoter and director
- Proof of the share capital paid in
How it works
Plan 200 members before you incorporate
We check that you have seven subscribers, three directors and ₹10 lakh of equity, and a credible plan to reach 200 members within 120 days of incorporation.
In practice, the 120-day clock is the real test. A group of Ballabgarh shopkeepers that incorporates on 1 November 2026 must file NDH-4 by 1 March 2027, with every member already holding shares.
Get DSCs and reserve the name
Directors need a digital signature certificate before filing. We reserve a name through SPICe+ Part A, without “Nidhi Limited”, as the 2024 amendments require.
Enrol members and bring in the capital
Shares are allotted to new members and the capital is brought in. Many promoters set up Nidhi management software at this stage, so member KYC and share records are clean from day one.
File NDH-4 within 120 days
We prepare Form NDH-4 with the member list, NOF figures and fit-and-proper declarations. The Central Government decides within 45 days; if it does not, the application is deemed approved under Rule 3B(4).
File INC-20A and start business
The approval is filed with Form INC-20A under Section 10A. Now the company can accept deposits and lend, and its name can carry “Nidhi Limited”.
Timelines
NDH-4 application
Within 120 days of incorporation, with 200 members and ₹20 lakh NOF (Rule 3B(1)).
Government decision
Within 45 days of receiving NDH-4; no decision means deemed approval (Rule 3B(4)).
After declaration
INC-20A within 180 days of incorporation (Section 10A), then NDH-3 within 30 days of every half-year (Rule 21).
What happens if NDH-4 is missed or rejected
Deposits and loans must stop
The 2022 provisos stop a company from taking deposits or giving loans after an NDH-4 rejection or non-compliance, and treat such deposits as raised under Chapter V of the Act.
Share filings get blocked
Under Rule 3B(6), a company that does not comply cannot file Form SH-7 (increase in capital) or PAS-3 (allotment of shares).
Fines fall on every officer
Rule 24 provides a fine up to ₹5,000, and up to ₹500 per day for a continuing contravention, on the company and every officer in default. Missing INC-20A adds a ₹50,000 penalty on the company under Section 10A.
Frequently asked questions
Can we use “Nidhi Limited” in the name at incorporation?
No. Since 16 July 2024, the proviso to Rule 4(5) of the Nidhi Rules says a company cannot use the words “Nidhi Limited” until the Central Government declares it a Nidhi under Section 406(1). So you incorporate with a name that does not carry the suffix, file NDH-4, and adopt the Nidhi name after approval. We pick a name that works for both stages, so the later change is simple.
How many members do we need, and by when?
You need seven members to incorporate and at least 200 members within 120 days of incorporation, when you file NDH-4. This is Rule 3B(1), added in 2022. The older one-year window under Rule 5 does not apply to companies incorporated after the 2022 amendment. Members join by taking shares, so start building the list before incorporation. A planned enrolment drive closes the gap.
What is the minimum capital for a Nidhi company?
Paid-up equity share capital must be at least ₹10 lakh under Rule 4(1). By the NDH-4 stage, net owned funds must reach ₹20 lakh or more. NOF is broadly paid-up capital plus free reserves, less losses and intangible assets. If your promoters can commit ₹20 lakh between them, the capital test is easy to meet.
What if the government does not reply to our NDH-4?
Your application is deemed approved if the Central Government does not decide within 45 days of receiving it, under Rule 3B(4). You then file the approval, or the deemed approval, with Form INC-20A and start business. If the ministry raises queries, we reply within the time given. Most delays come from incomplete member data, so we check that list carefully before filing.
Can a Nidhi take deposits from the public?
No. Rule 6 bars a Nidhi from taking deposits from, or lending to, anyone who is not a member. It also cannot open current accounts, advertise for deposits or pay brokerage for mobilising them. A depositor can become a member by taking shares, which keeps the business lawful. Within the member base, fixed and recurring deposits are allowed for 6 to 60 months and 12 to 60 months respectively.
Does a Nidhi need RBI registration?
No. A Nidhi is declared by the Central Government under Section 406 of the Companies Act and is supervised by the Ministry of Corporate Affairs. RBI’s NBFC registration Directions of 28 November 2025 exempt Nidhi companies from Sections 45-IA, 45-IB and 45-IC of the RBI Act. The trade-off is that it can deal only with members. If you plan to lend to the general public, an NBFC route with RBI fits better, and we can compare both for you.
When can a Nidhi open branches?
Only after it has earned a net profit after tax in each of the three preceding financial years, under Rule 10. It may then open up to three branches within its district. More branches, or branches outside the district, need prior permission of the Regional Director, and no branch can be opened outside the State of the registered office. Here is the catch: a Faridabad Nidhi can later seek permission for a Gurugram branch, but never one in Delhi. Plan your first three years from one office.
How much can a Nidhi lend to one member?
Up to ₹2 lakh per member while total deposits are below ₹2 crore, under Rule 15(2). The cap rises to ₹7.5 lakh, ₹12 lakh and ₹15 lakh as deposits grow past ₹2 crore, ₹20 crore and ₹50 crore. Loan interest cannot exceed 7.5% above the highest deposit rate, on reducing balance. These limits are easy to track once your loan software enforces them automatically.
What it costs
Our fee plus the government fee that applies to your case, quoted before you commit. Tell us the situation and we will price it exactly.
Government charges include ₹1,000 for name reservation, the SPICe+ registration fee linked to authorised capital, and stamp duty on the MoA and AoA at your State’s rate. DSC costs are separate.
Ready to begin?
Tell us how many members you can enrol and how much capital is ready, and we will map your route from incorporation to NDH-4 approval.
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- NDH-4 for a Nidhi Company: Steps and Rejection Reasons
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