Company Registration Process in Nepal | Online Company Registration Process

Company registration in Nepal is governed by the Companies Act, 2006 (2063). The Office of the Company Registrar (OCR) is the designated authority responsible for overseeing company registration in Nepal. This article provides a detailed overview of the online company registration process in Nepal.

1. What types of companies can be registered under the Companies Act, 2006 in Nepal?

Under the Companies Act, 2006 (2063), the following types of companies can be registered in Nepal:

A. Private Company

As per Section 3 of the Companies Act, a private company is a company that:

• The number of shareholders can range from 1 to a maximum of 101.
• It is prohibited from inviting the public to subscribe to its shares or debentures.

B. Public Company

Defined under Section 2(a) and regulated by multiple provisions of the Act, a public company:

• Can offer its shares and debentures to the general public through public offerings;
• Must have a minimum of 7 shareholders and can have unlimited maximum shareholders;

C. Profit-Not-Distributing Company

According to Section 166 of the Companies Act, a not-for-profit company:

• Must have a minimum of 5 members;
• Cannot distribute its income, profits, or dividends among its members; all income must be used to promote the company’s non-profit objectives.

2. What is the process of company registration in Nepal?

The company registration process in Nepal involves several key steps. Here’s a step-by-step guide:

Step 1: Name Reservation

• Submit a company name request
• The name must be unique and comply with Nepal’s company name guidelines

Step 2: Draft and Submit Documents

• Prepare necessary documents required for company registration in Nepal (listed below)
• Submit them online via OCR’s portal or physically at the office

Step 3: Verification and Approval

• OCR verifies documents and business objectives
• Approval is granted within 3-7 working days

Step 4: Registration Certificate Issuance

• Once approved, you will receive the Company Registration Certificate

Step 5: Tax Registration (PAN/VAT)

• Register with the Inland Revenue Department (IRD) for PAN/VAT

Note: – Depending on the nature of your business, you may need to obtain additional licenses or permits from relevant government authorities before commencing operations.
Certain regulated sectors such as banking and financial institutions, hydropower, travel and trekking agencies, hospitals, construction companies, and education consultancies, require specific approvals or operating licenses from designated regulatory bodies in Nepal.

3. What are the documents required for incorporation of company in Nepal?

The following documents are mandatory for new company registration in Nepal:

4. Cost of Company Registration in Nepal

The government fee that is required to be paid for registration of private company at Office of Company Registrar is as mentioned:

5. Can a Foreigner Register a Company in Nepal?

Yes, foreigners are permitted to register a company in Nepal in accordance with Nepalese law. However, foreign nationals must first obtain an approval for foreign investment from the Department of Industry (DOI) or other relevant authorities, depending on the nature of the business.

To register a company, foreign investors are generally required to submit:

• A valid foreign investment approval,
• A Joint Venture Agreement (if applicable),
• A copy of their passport,
• Details of the proposed business activity, and
• Other supporting documents as prescribed by law.

By following the proper procedures and seeking guidance from qualified professionals or legal service providers, you can successfully establish your business and contribute to Nepal’s growing and dynamic economy.