What is Company Registration in Nepal?
Company registration in Nepal is the legal process of establishing a business entity under the Company Act 2063. The Registration of Company in Nepal requires five Simple Steps and is strongly recommended to prepare the Memorandum of Association and Article of Association in compliance with the Company Act 2063. Understanding the exact documents required for company registration in Nepal saves time and prevents delays.
Why Choose Professional Law Firm in Nepal?
Professional law firms in Nepal with extensive experience ensure seamless company registration. CompanyDartaNepal stands as the best partner for company-related works in Nepal, offering comprehensive legal services with over three decades of expertise.
How to Prepare Documents Required for Company Registration in Nepal
The success of company registration depends on proper document preparation. These include shareholder citizenship certificates, address proof, authorized capital details, and objectives. Here’s your complete checklist:
Essential Documents Checklist
| Document Type | Description | Requirement |
|---|---|---|
| MOA | Memorandum of Association | Mandatory |
| AOA | Articles of Association | Mandatory |
| Citizenship Certificate | All shareholders/directors | Original + Copy |
| Passport Photos | 2 copies per person | Recent |
| Address Proof | Utility bills/rent agreement | Notarized |
| Bank Certificate | Capital deposit proof | Original |
| Name Reservation | Unique company name | OCR approved |
Primary Documents for Local Companies
1. Memorandum of Association (MOA) The MoA must include unique name, registered office address in Nepal, and clearly detailed business objectives. This foundational document defines your company’s legal framework.
2. Articles of Association (AOA) The Company Act 2063 requires specific information in the AoA including company name and objectives. The AOA governs internal company operations and shareholder rights.
3. Shareholder Documentation
- Original citizenship certificates of all shareholders
- Recent passport-size photographs (2 copies each)
- Permanent address verification documents
How to Handle Foreign Investment Documents
Foreign investors face additional requirements. A copy of the permit received from the concerned body to invest within Nepal according to existing rules becomes mandatory for international stakeholders.
Foreign Investor Requirements:
- Investment permit from Department of Industry
- Passport copies (all pages)
- Home country business registration certificates
- Joint investment agreements (if applicable)
What are the Legal Requirements for Company Registration?
Minimum Capital Requirements
| Company Type | Minimum Capital | Share Structure |
|---|---|---|
| Private Limited | NPR 100,000 | Minimum 2 shareholders |
| Public Limited | NPR 10 million | Minimum 7 shareholders |
| Foreign Investment | USD 50,000 | As per DOI approval |
How to Submit Documents to OCR
The proposed investor must create an account on the OCR portal using email address and mobile number, with OTP validation. The Office of Company Registrar has digitized the submission process for enhanced efficiency.
Step-by-Step Submission Process:
- Create OCR online account
- Upload all required documents
- Pay registration fees online
- Schedule verification appointment
- Receive certificate within 7 working days
What Documents Need Notarization?
Critical documents requiring notarization include:
- Address proof of registered office
- Shareholder declarations
- Director consent letters
- Power of attorney (if applicable)
How to Avoid Common Document Mistakes
Document Preparation Best Practices
Name Registration Issues: Ensure unique company name verification through OCR database before MOA drafting.
Capital Documentation: Bank certificates must reflect exact authorized capital mentioned in MOA.
Address Verification: Registered office address must match exactly across all documents.
Professional Tips from 30+ Years Experience
Law firms in Nepal with extensive experience recommend:
- Double-check all document translations
- Ensure consistent information across all forms
- Maintain original document copies
- Use professional legal assistance for complex structures
What Happens After Document Submission?
Following the filing of paperwork, the Office of Company Registrar conducts a concise but comprehensive review to verify the coherence of the Company’s documents. The verification process typically takes 5-7 working days.
Post-Registration Requirements
After company registration, obtain Permanent Account Number (PAN) from Inland Revenue Department and register for Value Added Tax (VAT) if annual turnover exceeds NPR 5 million.
How Much Does Company Registration Cost?
| Fee Type | Amount (NPR) | Payment Method |
|---|---|---|
| Registration Fee | 1,000-5,000 | Online/Bank |
| Name Reservation | 100 | OCR Portal |
| Legal Documentation | 15,000-50,000 | Professional Service |
| Government Charges | 2,000-10,000 | Treasury Voucher |
Frequently Asked Questions (FAQs)
What documents are required for company registration in Nepal?
Essential documents include MOA, AOA, citizenship certificates, address proof, bank certificates, and passport photos. Foreign investors need additional permits and investment documentation.
How long does company registration take in Nepal?
Standard company registration takes 7-15 working days after complete document submission to OCR, depending on company type and complexity.
Can foreigners register companies in Nepal?
Yes, foreigners can register companies in Nepal with proper investment permits from Department of Industry and compliance with foreign investment regulations.
What is the minimum capital for company registration in Nepal?
Private limited companies require minimum NPR 100,000, while public limited companies need NPR 10 million minimum authorized capital.
How to choose the best law firm in Nepal for company registration?
Select law firms with 30+ years experience, OCR expertise, comprehensive legal knowledge, and proven track record in company registration services.
What are MOA and AOA in company registration?
Memorandum of Association defines company objectives and legal framework, while Articles of Association govern internal operations and shareholder rights.
How much does company registration cost in Nepal?
Total costs range from NPR 20,000-75,000 including government fees, legal documentation, and professional services, varying by company type.
What happens if documents are rejected by OCR?
OCR provides specific rejection reasons allowing document corrections and resubmission within specified timeframes without additional fees.
Conclusion
Company registration in Nepal requires meticulous document preparation and legal compliance. Understanding the complete list of documents required for company registration in Nepal ensures smooth processing and prevents costly delays. Professional law firms in Nepal like CompanyDartaNepal provide expert guidance throughout the registration process, leveraging decades of experience to guarantee successful outcomes.
The digital transformation of Nepal’s company registration process through OCR online portal has streamlined procedures significantly. However, proper document preparation remains crucial for approval. Whether establishing a private limited company or foreign investment entity, following this comprehensive guide ensures regulatory compliance and swift registration.
For businesses seeking reliable partnership in Nepal’s corporate landscape, choosing experienced legal professionals makes the difference between delayed applications and successful company establishment. Trust proven expertise for your company registration journey in Nepal.
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