Company registration in Nepal is a growing topic among foreign investors seeking access to South Asia’s emerging markets. Nepal offers low operating costs, a young workforce, and increasing openness to foreign direct investment.
But a common question remains: Can foreigners legally register a company in Nepal?
The short answer is yes, but only under specific legal frameworks. This guide gives foreign companies a complete, practical, and legally accurate explanation of company registration in Nepal. You will learn what the law allows, which structures foreigners can use, the full registration process, costs, timelines, and expert tips to avoid delays.
This article is written for foreign founders, international executives, and global companies evaluating Nepal as an investment destination.
Yes. Foreigners can register a company in Nepal, but not through ordinary domestic company registration alone.
Foreign participation is governed primarily by Nepal’s Foreign Direct Investment (FDI) regime. This means foreign shareholders must follow investment approval rules before company incorporation.
Foreigners cannot directly register a purely local company without FDI approval. Any foreign ownership, even 1%, triggers FDI regulations.
Foreign company registration in Nepal is regulated by several core laws and authorities.
Foreign Investment and Technology Transfer Act (FITTA) 2019
Companies Act 2006
Industrial Enterprises Act 2020
Income Tax Act 2002
Labour Act 2017
Social Security Act 2018
Department of Industry (DoI) – FDI approval
Office of the Company Registrar (OCR) – company incorporation
Nepal Rastra Bank (NRB) – foreign capital inflow
Inland Revenue Department (IRD) – tax registration
These institutions collectively govern company registration in Nepal for foreign investors.
Foreign companies can enter Nepal using different legal structures depending on their business goals.
FDI-based Private Limited Company
Branch Office
Liaison (Representative) Office
Employer of Record (EOR) as a pre-entry model
Each option has different compliance, tax, and operational implications.
An FDI company is a Nepal-incorporated private limited company with foreign shareholding, approved under FITTA 2019.
As of current government guidelines:
Minimum FDI amount: NPR 20 million (approximately USD 150,000)
This capital must be injected through formal banking channels.
Below is the standard process followed by foreign investors.
Before company registration in Nepal, foreigners must secure approval from the Department of Industry.
Documents required include:
Project report or business plan
Foreign investor identity documents
Proposed company structure
Capital commitment details
Approval usually takes 2–4 weeks, depending on sector and documentation quality.
Once FDI approval is granted:
Apply for name reservation at the Office of the Company Registrar
Names must be unique and compliant with Nepalese law
Submit incorporation documents including:
Memorandum of Association
Articles of Association
Shareholder details
Director appointments
This step legally creates the company in Nepal.
After incorporation:
Register for Permanent Account Number (PAN)
Register for VAT if applicable
This is mandatory for all operating companies.
Foreign investors must:
Inject approved capital through a Nepal Rastra Bank–approved bank
File foreign exchange reporting
Failure to follow banking compliance can delay operations.
If hiring staff:
Register with Social Security Fund (SSF)
Comply with Labour Act requirements
| Stage | Estimated Time |
|---|---|
| FDI approval | 2–4 weeks |
| Name reservation | 1–2 days |
| Company incorporation | 3–5 days |
| Tax registration | 2–3 days |
| Bank & NRB compliance | 1–2 weeks |
Typical total timeline: 4–6 weeks
Costs vary by sector and structure.
Government registration fees
Legal and consulting fees
Capital requirement (FDI minimum)
Ongoing compliance costs
While government fees are modest, professional advisory support is strongly recommended to avoid compliance risks.
| Criteria | FDI Company | Branch Office | Liaison Office | EOR Model |
|---|---|---|---|---|
| Revenue generation | Yes | Yes | No | No |
| Local entity | Yes | No | No | No |
| FDI approval required | Yes | Yes | Yes | No |
| Hiring employees | Yes | Limited | No | Yes |
| Best for | Long-term operations | Project-based | Market research | Fast entry |
This comparison helps foreign companies choose the right entry strategy before company registration in Nepal.
Nepal welcomes FDI in many sectors, including:
IT and software development
BPO and outsourcing
Manufacturing
Tourism and hospitality
Energy and hydropower
However, some sectors remain restricted, such as:
Small retail trading
Certain agriculture activities
Cottage industries
Sector eligibility must be verified before starting company registration in Nepal.
Foreign-owned companies are taxed similarly to domestic companies.
Corporate income tax: Generally 25%
VAT: 13% (if applicable)
Withholding taxes: On dividends, services, and royalties
Double taxation treaties may apply depending on investor nationality.
Avoid these frequent issues:
Applying for company registration without FDI approval
Underestimating compliance timelines
Improper capital injection methods
Using nominee structures incorrectly
Ignoring labour and SSF compliance
Professional guidance significantly reduces these risks.
Validate sector eligibility before investing
Prepare a clear project report
Structure shareholding carefully
Plan repatriation from day one
Use a local compliance partner
These tips help foreign companies register and operate confidently in Nepal.
Nepal offers:
Competitive labour costs
English-speaking professionals
Strategic location between India and China
Government incentives for FDI
For many foreign companies, company registration in Nepal is both cost-efficient and scalable.
Company registration in Nepal is fully possible for foreigners when done through the correct legal route. By following FDI laws, securing approvals, and complying with tax and labour regulations, foreign companies can operate legally and profitably in Nepal.
With the right structure and local expertise, Nepal can become a strong base for regional growth.
Planning company registration in Nepal as a foreign investor?
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Yes. FITTA 2019 allows 100% foreign ownership in approved sectors, subject to FDI approval.
The current minimum FDI threshold is NPR 20 million, depending on sector and project type.
Partially. Some filings are online, but foreign company registration still requires in-person approvals.
Yes. Foreign investors can repatriate profits and capital, subject to tax clearance and NRB rules.
Typically 4–6 weeks, depending on approvals and documentation readiness.