Company Registration in Nepal
Table of Contents
Company Registration in Nepal: Ecstatic Minds
Intro: Company Registration in Nepal
Company Registration in Nepal: Starting a business is an exciting journey, but before you can begin operations, you need to give your business a legal identity. In Nepal, this process is called company registration—a structured procedure that makes your business officially recognized by the Government of Nepal.
Whether you are a local entrepreneur, an SME, or a foreign investor, registering your company is the very first step toward building a sustainable business. At Ecstatic Minds, we guide entrepreneurs through the entire company registration process in Nepal, ensuring that the legal foundation of their business is solid, compliant, and stress-free.
In this detailed guide, we will walk you through everything you need to know about company registration in Nepal, its importance, legal procedures, required documents, challenges, and how Ecstatic Minds can make the process easier for you.
Why is Company Registration Important in Nepal?
Many small businesses in Nepal still operate informally without registration. While this may seem easy at first, it creates long-term challenges, such as lack of access to funding, legal risks, and limited growth opportunities. Here’s why company registration in Nepal is essential:
- Legal Recognition
Registration gives your business a distinct legal identity, separate from you as the owner. This helps build trust with customers, banks, and partners. - Limited Liability Protection
In registered companies, owners are not personally responsible for company debts beyond their share contribution. This ensures personal financial security. - Access to Finance and Investment
Banks, financial institutions, and investors only deal with registered companies. Without registration, you cannot open a corporate bank account or receive investments. - Tax Benefits and Compliance
Registered companies can claim tax benefits and avoid penalties by complying with Nepal’s tax regulations. - Business Credibility
Customers, clients, and international partners trust a company that is legally registered over an informal business. - Brand Protection
Your company name is protected under Nepalese law once it is registered, preventing others from using it.
Types of Companies in Nepal
Before registering a business in Nepal, you need to decide which type of company suits your vision. The Companies Act 2006 (2063 B.S.) outlines different types of companies allowed in Nepal:
1. Private Limited Company (Pvt. Ltd.)
- Most common type in Nepal.
- Requires at least 1 shareholder and up to 101 shareholders.
- Cannot publicly issue shares.
- Ideal for startups, SMEs, family-owned businesses.
2. Public Limited Company (Ltd.)
- Requires at least 7 shareholders.
- Can issue shares to the public and raise capital.
- Must have a minimum paid-up capital (set by regulations).
- Suitable for large-scale industries and investment companies.
3. Non-Profit Company (Not-for-Profit / NGO Company)
- Established for social, charitable, educational, or welfare purposes.
- Profits cannot be distributed among members.
4. Foreign Company Branch Office
- Foreign companies can register branch offices in Nepal for operations.
- Must obtain approval from the Department of Industry.
Step-by-Step Process of Company Registration in Nepal
Registering a company in Nepal involves several legal steps. Here is a simplified breakdown:
Step 1: Name Reservation
- Apply online through the Office of Company Registrar (OCR) portal.
- Proposed name must be unique and not similar to existing companies.
- Once approved, the name is reserved for 35 days.
Step 2: Prepare Required Documents
- Memorandum of Association (MOA)
- Articles of Association (AOA)
- Citizenship copies of shareholders
- Passport-sized photos of directors/shareholders
- Application form and prescribed fees
Step 3: Submit Application to OCR
- Submit all documents to the OCR physically or online.
- Application is reviewed for compliance with the Companies Act.
Step 4: Verification and Approval
- OCR checks the application.
- If everything is in order, a Company Registration Certificate is issued.
Step 5: PAN and VAT Registration
- Register with the Inland Revenue Department (IRD) for tax identification.
- Businesses dealing with goods and services must also register for VAT.
Step 6: Industry or Business-Specific Permits
- Depending on your sector (tourism, import-export, consultancy, finance), additional licenses may be required.
Step 7: Open a Corporate Bank Account
- With the registration certificate and PAN, you can open a company bank account.
Documents Required for Company Registration in Nepal
Here is a complete checklist of documents needed:
- Application form for company registration.
- Proposed name approval certificate.
- Memorandum of Association (MOA).
- Articles of Association (AOA).
- Citizenship certificates of all shareholders/directors.
- Passport copies (for foreign shareholders).
- Recent passport-sized photographs.
- Details of the company’s registered office.
- Signatures of shareholders.
Timeline and Cost of Company Registration in Nepal
- Timeframe: Typically 5–10 working days if documents are complete.
- Costs: Depends on authorized capital and company type.
- NPR 1,000–10,000 for name reservation & processing.
- Stamp duty & notary charges extra.
- PAN/VAT registration has separate charges.
Common Challenges in Company Registration in Nepal
While the process is straightforward on paper, many entrepreneurs face challenges:
- Confusing legal requirements.
- Delays due to incomplete documents.
- Choosing the right business structure.
- Drafting MOA and AOA correctly.
- Lack of clarity on tax obligations.
This is where Ecstatic Minds comes in.
How Ecstatic Minds Helps with Company Registration in Nepal
At Ecstatic Minds, we believe entrepreneurs should focus on building their businesses, not stressing over paperwork. That’s why we provide end-to-end support for company registration, ensuring the process is fast, transparent, and hassle-free.
Our Services Include:
- Business Consultation – Helping you choose the right company type.
- Name Reservation Support – Ensuring your business name is unique and approved.
- Document Preparation – Drafting MOA, AOA, and all legal paperwork.
- Application Filing – Submitting forms to OCR and handling communication.
- Tax Registration – PAN/VAT registration with IRD.
- Licensing Guidance – Assisting with industry-specific permits.
- Bank Account Setup Assistance – Guiding you to open corporate accounts.
- Post-Registration Support – Compliance, annual returns, and renewals.
With Ecstatic Minds, entrepreneurs save time, reduce stress, and get their businesses legally established without unnecessary delays.
Foreign Company Registration in Nepal
Nepal welcomes foreign investment, but foreign businesses must register branch or liaison offices under specific rules. Ecstatic Minds helps foreign investors by:
- Preparing necessary approvals from the Department of Industry.
- Drafting agreements for foreign shareholders.
- Handling tax and repatriation compliance.
- Navigating cultural and legal differences.
After Company Registration: What’s Next?
Registering your company is only the beginning. Once your company is registered, you must:
- Maintain accounting and bookkeeping.
- File annual returns with OCR.
- Pay taxes on time.
- Renew licenses where required.
- Ensure compliance with labor laws if hiring employees.
Ecstatic Minds also provides ongoing business support—branding, digital marketing, accounting, and legal advisory—to ensure your company grows sustainably.
Why Choose Ecstatic Minds for Company Registration in Nepal?
✔ Experienced professionals with in-depth knowledge of Nepalese business law.
✔ Personalized consultation for startups and established firms.
✔ Transparent pricing and step-by-step guidance.
✔ Faster processing with minimized errors.
✔ End-to-end services from registration to brand management.
Conclusion
Company registration in Nepal is a mandatory step for anyone looking to start a legitimate and successful business. While the process may seem overwhelming at first, with the right guidance, it can be completed quickly and efficiently.
At Ecstatic Minds, we don’t just help you register your company—we help you lay the foundation for long-term business success. From legal compliance to brand development, we are your trusted partner in every stage of growth.
Your dream deserves to be more than just an idea—it deserves to be a registered, recognized, and thriving business in Nepal.
FAQs on Company Registration in Nepal (Ecstatic Minds)
1. What is company registration in Nepal?
Company registration in Nepal is the legal process of giving your business a separate legal identity through the Office of Company Registrar (OCR) under the Companies Act 2006.
2. Why should I register my company in Nepal?
Registration provides legal recognition, limited liability, brand protection, tax benefits, and credibility with banks, investors, and customers.
3. Who is eligible to register a company in Nepal?
Any Nepali citizen above 18 years with a valid citizenship certificate can register a company. Foreigners can also register through branch offices or partnerships with approval.
4. What are the types of companies I can register in Nepal?
You can register a Private Limited Company, Public Limited Company, Non-Profit Company, or a Foreign Company Branch/Liaison Office.
5. What is the minimum number of shareholders required?
- Private Limited Company: 1 shareholder minimum.
- Public Limited Company: 7 shareholders minimum.
6. What is the difference between a Private Limited and Public Limited Company in Nepal?
A private company cannot issue shares publicly, while a public company can invite the public to invest in shares.
7. How long does it take to register a company in Nepal?
On average, it takes 5–10 working days if all documents are complete.
8. What is the cost of company registration in Nepal?
Costs vary depending on authorized capital and company type. Basic fees range from NPR 1,000 to NPR 10,000, excluding taxes and legal documentation costs.
9. Where do I register my company in Nepal?
At the Office of Company Registrar (OCR) in Tripureshwor, Kathmandu, or through its online portal.
10. What documents are required for company registration?
- Citizenship copies of shareholders
- Passport-sized photos
- MOA & AOA
- Application form
- Office address details
- Name approval certificate
11. Can I register a company online in Nepal?
Yes. The OCR has an online system where you can reserve names and submit applications digitally.
12. What is a Memorandum of Association (MOA)?
It is a legal document that defines your company’s objectives, activities, and authorized capital.
13. What is an Articles of Association (AOA)?
It is a document that defines internal rules, governance, and management structure of the company.
14. Do I need a lawyer for company registration in Nepal?
Not mandatory, but legal experts like Ecstatic Minds help ensure documents and compliance are correct, avoiding rejection or delays.
15. What is the role of Ecstatic Minds in company registration?
Ecstatic Minds provides consultation, prepares documents, handles OCR filing, tax registration, licensing, and offers end-to-end support.
16. Can foreign investors register companies in Nepal?
Yes, but they must obtain approval from the Department of Industry and meet minimum investment requirements.
17. What is the minimum capital required to register a company in Nepal?
There is no fixed minimum capital for a private limited company, but a public company must have at least NPR 1 crore paid-up capital.
18. Can a single person register a company in Nepal?
Yes, one individual can register a private limited company as both shareholder and director.
19. What happens after registration is complete?
You need to apply for PAN (Permanent Account Number), VAT (if applicable), and open a corporate bank account.
20. What is PAN registration?
PAN (Permanent Account Number) is a tax registration required for all businesses to file taxes in Nepal.
21. Do I need VAT registration in Nepal?
Yes, if your business turnover exceeds NPR 50 lakhs annually or if your business deals with goods and services that fall under VAT laws.
22. Can NGOs register as companies in Nepal?
Yes, non-profit organizations can register as non-profit companies under Section 166 of the Companies Act.
23. What is the difference between company registration and firm registration?
Company registration gives you a separate legal entity, while firm registration (like sole proprietorship or partnership) does not provide limited liability protection.
24. Can I change my company name after registration?
Yes, but it requires approval from OCR and amendment of MOA and AOA.
25. Can I register a company if I don’t have an office address?
Yes, but you must provide a temporary or residential address for official purposes.
26. Do I need a local partner as a foreign investor?
Not always. Foreigners can own 100% shares in some sectors but require joint ventures in restricted industries.
27. What taxes does a registered company in Nepal pay?
Corporate income tax, VAT (if applicable), excise duty, and TDS depending on business activities.
28. How can Ecstatic Minds help foreign companies in Nepal?
By handling branch office registration, preparing agreements, compliance with Nepalese law, and assisting with repatriation of profits.
29. Can I register a company in Nepal while living abroad?
Yes, with proper authorization and power of attorney, Ecstatic Minds can handle the process on your behalf.
30. Is digital signature required for company registration in Nepal?
Currently, not mandatory, but online submissions may require personal verification.
31. Can I transfer my company shares after registration?
Yes, shares can be transferred with OCR approval and updated documentation.
32. What happens if I don’t register my business in Nepal?
Operating without registration may lead to legal penalties, inability to open a bank account, no access to loans, and no brand protection.
33. What annual compliances must a registered company in Nepal follow?
Filing annual returns, paying taxes, renewing licenses, and updating shareholder/director details.
34. Can Ecstatic Minds provide post-registration support?
Yes. Ecstatic Minds helps with compliance, accounting, digital marketing, branding, and business expansion.
35. Why choose Ecstatic Minds for company registration in Nepal?
Because Ecstatic Minds offers hassle-free, end-to-end registration services with expert guidance, ensuring your company is legally secure and ready to grow.
Contact Details
+977-9840051811
info@ecstaticminds.com
+977-9840051811
Lazimpat-02 Kathmandu Nepal