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Friday, 12 February 2016

nidhi company law

NIDHI COMPANIES UNDER COMPANIES LAW


nidhi  company law (PH-09330160431)
Nidhi could be a special category of firms under the businesses Act 2013. Sub – Section (1) of Section 406 define Nidhi. “Nidhi” means that an organization that has been incorporated as a Nidhi with the item of cultivating the habit of thrift and savings amongst its members, receiving deposits from, and loaning to, its members solely, for his or her mutual profit, and that complies with such rules as are prescribed by the Central Government for regulation of such category of firms.
A Nidhi must be –
A company,
Incorporated as a Nidhi,
With the object of cultivating the habit of thrift and saving amongst its members,
Receiving deposit from and lending to its members only,
For their mutual benefit,
Complies with such rules.
The term company outlined in clause (20) of Section a pair of of the businesses Act, as an organization incorporated beneath this Act or beneath any previous company law. an organization beneath this Act could also be shaped in accordance with Section three and incorporated in accordance with section seven of the Act. Sub – Rule (1) of Rule four of the Nidhi Rules 2014 says, Nidhi to be incorporated beneath the Act shall be a public company and shall have a minimum paid up equity share capital of 5 large integer rupees.
The essential condition from the definition of Nidhi is, a Nidhi shall be incorporated as a Nidhi. To be incorporated as Nidhi, an organization shall fulfil necessities of Section four06 and for that matter of Rule 4 of the Nidhi Rules 2014. A Nidhi shall be incorporated with the item of cultivating the habit of thrift and saving amongst its members and receiving deposits type and loaning to its members just for their mutual profit. Sub – rule (4) of Rule four repeat the command of Section 406 however with associate exception. Nidhis that have adhered to all or any the provisions of those rules might give locker facilities on rent to its members subject to the financial gain|income} from such facilities not extraordinary twenty per cent of the gross income of the Nidhi at any purpose of your time throughout a year. this can be another question, whether or not a Rule might relax a command of a provision of associate Act. Certainly, the intention of govt is simply to clarify that providing locker facilities on rent to its members won't be deemed to be a violation of the command of Section 406.
To be incorporated as Nidhi, sub – rule (5) of Rule four needs that each company incorporated as a “Nidhi” shall have the last words “Nidhi Limited” as an area of its name. This rule could also be browse with provision of clause (a) of Section 4(1) of the Act, that state that the memoranda of an organization shall state the name of the corporate with the last word “Limited” within the case of a public Ltd.. more rule, 8(2)(b)(ii) of the businesses (Incorporation) Rules 2014 state that the name of an organization shall be thought-about as undesirable, if it's not in it's not in consonance with the principal objects of the corporate as started out within the memoranda of association. each name needn't be essentially indicative of the objects of the corporate, however once there's some indication of objects within the name, it shall be in conformity with the objects mentioned within the memoranda. wherever the planned name embrace words like ‘Insurance’, ‘Bank’, ‘Stock Exchange’, ‘Venture Capital’, ‘Asset Management’, ‘Nidhi company law’, ‘Mutual fund’ etc., the name of an organization shall be thought-about as undesirable, in term of Rule 8(2)(b)(xiii) of the businesses (Incorporation) Rules 2014 unless a declaration is submitted by the soul that the wants mandated by the individual regulator, like IRDA, RBI, SEBI, MCA etc. are complied with by the applicant. For the aim of this sub rule, MCA is regulator in respect of a Nidhi.
An essential restriction placed on Nidhi under sub – rule (2) and (3) of Rule four is on issue of preferred stock. per these rules, on and once the commencement of the Act, no Nidhi shall issue preferred stock. If preferred stock had been issued by a Nidhi before the commencement of this Act, such preferred stock shall be saved in accordance with the terms of issue of such shares. After incorporation as Nidhi, according to Rule 5 of Nidhi Rules 2014 every Nidhi shall, within a period of one year from the commencement of these rules, ensure that it has
not less than two hundred members;
Net Owned Funds of ten lakh rupees or more;
unencumbered term deposits of not less than ten per cent of the outstanding deposits as specified in rule 14; and
ratio of Net Owned Funds to deposits of not more than 1:20. [Rule 5(1)]
The net owned fund has been defined in clause (d) of Rule 3 as “Net Owned Funds” means the aggregate of paid up equity share capital and free reserves as reduced by accumulated losses and intangible assets appearing in the last audited balance sheet. Issue of preference shares has already prohibited under these Rules for a Nidhi. For a Nidhi incorporated under any previous law, the amount representing the proceeds of issue of preference shares shall not be included for calculating Net Owned Funds.
Rule 5(2) cast a duty on Nidhi that within ninety days from the close of the first financial year after its incorporation and where applicable, the second financial year, Nidhi shall file a return of statutory compliances in Form NDH – 1 with the Registrar duly certified by a company secretary in practice or a chartered accountant in practice or a cost accountant in practice.
If a Nidhi is not complying with clauses (a) or (d) of sub-rule 5(1), it shall within thirty days from the close of the first financial year, apply according to Rule 5(3), to the Regional Director in Form NDH – 2 along with fee specified in Companies (Registration Offices and Fees) Rules, 2014 for extension of time and the Regional Director may consider the application and pass orders within thirty days of receipt of the application.
If the failure to comply with sub-rule (1) of this rule extends beyond the second financial year, Rule 5(4) mandate that Nidhi shall not accept any further deposits from the commencement of the second financial year till it complies with the provisions contained in sub-rule (1), besides being liable for penal consequences as provided in the Act.
General restrictions or prohibitions
Rule 6 list out general restrictions or prohibitions. No Nidhi shall.
carry on the business of chit fund, hire purchase finance, leasing finance, insurance or acquisition of securities issued by any body corporate;
issue preference shares, debentures or any other debt instrument by any name or in any form whatsoever;
open any current account with its members;
acquire another company by purchase of securities or control the composition of the Board of Directors of any other company in any manner whatsoever or enter into any arrangement for the change of its management, unless it has passed a special resolution in its general meeting and also obtained the previous approval of the Regional Director having jurisdiction over such Nidhi.
carry on any business other than the business of borrowing or lending in its own name. Nidhis which have adhered to all the provisions of these rules may provide locker facilities on rent to its members subject to the rental income from such facilities not exceeding twenty per cent of the gross income of the Nidhi at any point of time during a financial year.
accept deposits from or lend to any person, other than its members;
pledge any of the assets lodged by its members as security;
take deposits from or lend money to any body corporate;
enter into any partnership arrangement in its borrowing or lending activities;
issue or cause to be issued any advertisement in any form for soliciting deposit. Private circulation of the details of fixed deposit Schemes among the members of the Nidhi carrying the words ”for private circulation to members only” shall not be considered to be an advertisement for soliciting deposits.
pay any brokerage or incentive for mobilising deposits from members or for deployment of funds or for granting loans.
Share capital and allotment
According to Rule 7, every Nidhi shall issue equity shares of the nominal value of not less than ten rupees each.  This requirement shall not apply to a company referred to in sub-rules (a) and (b) of rule 2of the Nidhi rules 2014. No service charge shall be levied for issue of shares. Every Nidhi shall allot to each deposit holder at least a minimum of ten equity shares or shares equivalent to one hundred rupees. A savings account holder and a recurring deposit account holder shall hold at least one equity share of rupees ten.
Membership
Rule 8 prohibit membership of a Nidhi to people. A Nidhi shall not admit a body company or trust as a member. A minor shall also not be admitted as a member of Nidhi.
Deposits could also be accepted within the name of a minor, if they're created by the natural or trustee United Nations agency may be a member of Nidhi.  A minor might not be a member however a investor if its guardian is member of Nidhi.
Except as otherwise permissible under these rules, each Nidhi shall make sure that its membership isn't reduced to but 200 members at any time..
Conclusion:
Nidhi is a special category of company with sure restrictions associated with its object, membership, share capital, web in hand fund and deposit. It should have word Nidhi restricted in its name. This should be incorporated below the Nidhi Rules 2014.

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