1. Standard Tenure Period
- As per Rule 17 of the Nidhi Rules, 2014, a director in a Nidhi Company can hold office for a maximum period of 10 consecutive years.
- This total includes all continuous service without any break in directorship.
- After completing 10 years, the individual must vacate the office of director.
- The same person can be reappointed only after a cooling-off period of 2 years.
- This rule ensures rotation and avoids concentration of control.
2. Appointment During Incorporation
- At the time of incorporation, a minimum of 3 directors must be appointed.
- Their names are mentioned in the Articles of Association and incorporation forms.
- These initial directors may hold office until properly reappointed in the general meeting.
- Shareholders must confirm or reappoint directors as per the Companies Act, 2013.
- Director appointments and changes must be filed with the Registrar of Companies.
3. Eligibility for Continuation
- Directors must be members of the Nidhi Company and hold equity shares.
- Only members who have held office for at least 10 consecutive months in the preceding year are eligible for reappointment.
- Directors must not be disqualified under Section 164 of the Companies Act.
- Performance, conduct, and compliance are key to continued tenure.
- The company may remove or replace directors in the general meeting before the 10-year term ends.
4. Mandatory Cooling-Off Period
- After completing the 10-year term, a mandatory gap of 2 years must be observed.
- During this period, the individual cannot be reappointed or serve as a director in the same Nidhi Company.
- This rule applies even if the person is re-elected by the members.
- The cooling-off period allows for leadership renewal and regulatory compliance.
- A new appointment can be made only after the completion of the 2-year break.
5. Board Governance and ROC Compliance
- Director appointment, resignation, and tenure completion must be reported in Form DIR-12.
- The company must update the Register of Directors and Key Managerial Personnel.
- Tenure compliance is checked during annual audits and ROC inspections.
- Non-compliance may lead to penalties, disqualification, or regulatory intervention.
- Maintaining proper board governance is essential for sustaining Nidhi status.



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