Company Incorporation in Nepal
Incorporation of a Nepali company under the Companies Act 2063 (2006) — the name is reserved on OCR's CAMIS portal, the Memorandum (Prabandhapatra) and Articles (Niyamawali) are filed in Nepali, and the certificate of incorporation issues on payment of a registration fee scaled by authorised capital. A private company may have 1–101 shareholders (a single-shareholder private company is permitted); a public company needs at least 7 shareholders and 3 directors. A foreign-invested company additionally needs prior FITTA 2075 approval from the Department of Industry (or Investment Board Nepal for large projects) and Nepal Rastra Bank recording of the inbound capital.
10–30 business days
NPR
Compare the structures
Every column is a vehicle you can actually incorporate here, and each is bought on its own terms. Every fact carries where it was read: on the authority’s own page, or — marked Indicative — on a filing platform or publication we name and link. Anything we could not read anywhere is marked Pending verification and confirmed with the authority before you pay.
| Private Limited Company (Pvt. Ltd.)The standard vehicle for almost every business, including a foreign parent's wholly-owned subsidiary — 1 to 101 shareholders | Single-Shareholder Private CompanyA solo founder wanting limited liability without a second shareholder | Public Limited Company (Ltd.)Banks, insurers, listed entities and businesses raising capital publicly — 7+ shareholders, 3+ directors | Sole Proprietorship (Private Firm)Freelancers and single-owner micro-businesses — registered with DCSI/Commerce, not OCR | Branch / Liaison Office of a Foreign CompanyA foreign company wanting a Nepal presence without forming a subsidiary (a liaison office may not trade) | Partnership FirmTwo or more partners running a business together with shared unlimited liability | |
|---|---|---|---|---|---|---|
| Minimum owners | 1 | 1 | 7 | 1 | 1 | 2 |
| Maximum owners | 101 | 1 | Pending verification | 1 | Pending verification | Pending verification |
| Minimum directors | 1 | 1 | 3 | Pending verification | Pending verification | Pending verification |
| Liability | limited | limited | limited | unlimited | unlimited | unlimited |
| Foreign ownership | Yes | Yes | Yes | No | Yes | Pending verification |
| Tax treatment | Pending verification | Pending verification | Pending verification | Pending verification | Pending verification | Pending verification |
| Audit required | Yes | Yes | Yes | Pending verification | Yes | Pending verification |
| Audit threshold | A private company must have its accounts audited by a licensed auditor annually; there is no turnover exemption for a co… | As for any company - annual audit by a licensed auditor. Verify against Companies Act 2063. | Annual statutory audit; public companies also face heavier governance (board size, minimum paid-up capital) requirements… | Pending verification | A registered branch of a foreign company must file audited accounts. Verify against Companies Act 2063 Chapter on foreig… | Pending verification |
| Annual compliance | Medium | Medium | High | Low | Medium | Low |
| Typical use | Default company form for SMEs and for a foreign parent's wholly-owned Nepali subsidiary; can range from a single-shareho… | One-person business wanting a corporate shell; a sub-type of the private company rather than a wholly separate statute. | Banks, insurance companies, listed entities and businesses with a large shareholder base; a public company is required f… | Small local trading or service business registered with the relevant Department of Cottage & Small Industries / Departme… | A foreign company executing a contract in Nepal (branch/project office) or maintaining a non-trading representative pres… | Family trading businesses and professional partnerships registered under the Partnership Act. |
What we will need from you
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Memorandum of Association (Prabandhapatra) and Articles of Association (Niyamawali), in Nepali
Drafted in Nepali; the exact OCR/CAMIS instruction set was not readable (OCR unreachable) and is confirmed at quote.
Name-reservation approval from OCR's CAMIS portal
Citizenship certificate (Nepali nationals) or passport (foreign nationals) plus photographs — per shareholder and per director
For a foreign shareholder or body corporate: parent's certificate of incorporation, charter/MOA-AOA and board resolution, notarised and consularised
Nepal is NOT a party to the Hague Apostille Convention, so foreign documents are legalised through the Nepali embassy/consular route (consular legalisation), not by apostille. A certified Nepali translation is generally required. Confirmed at quote.
For foreign investment: FITTA 2075 approval (Department of Industry / IBN) and Nepal Rastra Bank capital recording
Prior foreign-investment approval and central-bank recording of inbound capital precede or accompany incorporation.
Cost breakdown
Our fee and the government’s are always separate lines. Government fees are passed through at exactly what the authority charges — we add nothing to them.
| Company registration fee — scaled by authorised (nominal) capitalOCR levies the registration fee on a sliding scale by authorised capital under the Companies Act 2063 / OCR fee schedule. | Confirmed before payment |
| Foreign company (branch/liaison) registration feeonly if it appliesConfirmed at quote. | Confirmed before payment |
| Private/partnership firm registration fee (sole proprietorship / partnership)one line of this schedule appliesA sole proprietorship or partnership registers with the Department of Cottage & Small Industries or the Department of Commerce, not OCR; the fee is department-specific and depends on declared capital. Confirmed at quote. | Confirmed before payment |
| Comriq professional fee | Fixed fee within 1 business day |
How it runs
You will see these exact stages update in your client portal as we progress.
Name Reserved
Company name reserved through OCR's online CAMIS portal before documents are filed.
FITTA Approval
For a foreign-invested company, prior FITTA 2075 approval from the Department of Industry (or Investment Board Nepal for large projects).
OCR Registration
MOA/AOA filed with OCR and the capital-scaled registration fee paid; the certificate of incorporation issues.
PAN Registration
The company registers for a Permanent Account Number (PAN) with the IRD; VAT registration follows where the threshold is crossed.
Indicative guidance — confirmed before payment
Requirements and statutory fees are set by Office of the Company Registrar (OCR), Ministry of Industry, Commerce and Supplies and change without notice. This page is general information, not legal or tax advice. Your engagement letter and quote are the binding documents.