Company Registration Process in Nepal: Complete Guide
- Mar 22
- 4 min read
Updated: Apr 8
Company Registration is governed by the Companies Act 2006. Any Company intending to operate in Nepal must be registered in accordance with the provisions of this Act.
Upon registration, a company becomes a legal entity, capable of acquiring, holding, selling, disposing of, or dealing with movable and immovable property, just like an individual.
Step by Step Process of Company Registration
The step by step precess for company registration in Nepal is mentioned below:
Step 1: Decide what type of Company You want to Register:
According to Companies Act 2006, you can register three main types of Companies:
Private Company
Public Company
Profit Non-Distributing Company
Private Company (Pvt. Ltd.): Private company is defined under Section 2(b), is the most common form for small and medium enterprises and start-ups, requiring a minimum of one or a maximum of 101 shareholders, with limited liability and no provision for public share issuance.
Public Limited Company (Ltd.): A Public Limited Company is defined under Section 2(c), requires at least seven shareholders and a minimum paid up capital of NPR 10 million. It can issue shares to the public through the Nepal Stock Exchange, making it suitable for large-scale businesses.
Profit Not Distributing Company: A Profit Not Distributing Company is defined under Section 2(h), is established for social, educational or charitable purposes, requires at least five directors, and is restricted from distributing profits to it’s members while being subject to mandatory audits.
Step 2: Reserve Your Company Name
After deciding on the type of the company you want to register, you then need to reserve your company name through the Office of the Company Register (OCR).
For this, you must visit the online portal of the Office of Company Register (OCR), then you can submit 1-3 proposed names.
You must ensure that the chosen name is unique and not similar to the existing companies.
It usually takes 1-3 business days for approval.
Step 3: You need to prepare the required Documents
After reserving the name, prepare all the following documents:
Memorandum of Association (MOA)
Article of Association (AOA)
The above documents describe your company’s purpose, rules, and structure.
Company Name approved letter
Citizenship/ National ID Card copies of shareholders/directors
Passport Copy (for Foreign Investors)
Registered office address details
Office lease agreement
Step 4: Submit your application through the OCR’s online system
Now, you can submit your application by filling in company details, and uploading all the required documents. During submission, you will receive a tracking number. This number helps you to check status of your application.
Step 5: Verification of the documents by the OCR
After filing of all the required documents, the OCR undertakes a detailed review process to ensure everything meets legal requirements. During this stage, the OCR examines whether the company’s objectives are clearly defines, checks the validity of shareholders’ signatures, and reviews the documents for any inconsistencies or errors in line with the Companies Act, 2006. If any issues or discrepancies are found, you are notified and asked to make the necessary corrections.
OCR approximately takes 3-7 business days to verify the submitted documents.
Step 6: Issuance of Certificate of Incorporation
Once approved, the company receives its registration certificate. This confirms the legal existence of the company.
Step 7: Tax Registration (PAN/VAT)
After receiving the company registration certificate, the next essential step is to complete tax registration with the Inland Revenue Department. This involves obtaining a Permanent Account Number (PAN), and if applicable, registering for Value Added Tax (VAT) depending on the nature of the business.
The total estimated time for online company registration in Nepal for a new company is 7 to 10 business days.
FAQs
Q1. How long does it take to register a business in Nepal?
Online company registration in Nepal typically takes 7 to 10 business days. The timeline depends on document accuracy, verification by OCR, and the type of company being registered. Delays may occur if corrections or additional documents are required.
Q2. How much does it cost to register a company in Nepal?
The registration cost depends on the type and capital of the company. OCR charges fees based on the value of the paid-up capital, while additional legal and consultancy fees may apply. Private companies are generally less expensive than public limited companies.
Q3. How to start a business in Nepal as a foreigner?
Foreign investors must comply with the Companies Act 2006 and reserve a company name via OCR. Required documents include passport copies, MOA, AOA, and a local office address. After registration, foreigners must complete PAN and VAT registration to operate legally.
Q4. What are the 4 types of businesses?
The main business types include:
Private Limited Company (Pvt. Ltd.)
Public Limited Company (Ltd.)
Profit Not Distributing Company
Sole Proprietorship or Partnership (small businesses not incorporated)
Q5. What is the minimum capital for a public company in Nepal?
A Public Limited Company in Nepal requires a minimum paid-up capital of NPR 10 million. This allows the company to issue shares to the public through the Nepal Stock Exchange. Private companies have no minimum capital requirement.
Final Thoughts
Registering a company in Nepal is a structured and easy process if you approach it with proper planning and guidance. From choosing the right company type to completing the tax formalities, each step is crucial for building the foundation of your company. Professional support can help you avoid delays, ensure compliance, and focus more on growing your venture.
If you need legal support and guidance, you can always reach out to Emigrate Lawyers. We will guide you throughout the process, making your life easier and hassle-free.
Need Legal Help or Consultation?
If you have any questions, concerns, or requests related to the legal matter, please contact us at:
Emigrate Lawyers
Email: info@emigratelawyers.com
WhatsApp: 0458 745 646
Phone: 1300 807 134
Text Us: 0483 959 572
Writer: Rubita Dudharaj BK
Position: Legal Officer at Emigrate Lawyers
Licensed Advocate of Nepal
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