If you are a foreign company planning to enter Nepal, the Company Registrar Office Nepal is your first and most important government touchpoint. Every legal business entity in Nepal must be registered through this office.
In this 2026-updated guide, you will learn exactly how the Company Registrar Office Nepal works, what foreign investors must prepare, common mistakes to avoid, and how to register smoothly while staying compliant. The goal is clarity, confidence, and faster market entry.
This guide is written specifically for foreign founders, CFOs, and expansion leaders.
The Company Registrar Office Nepal, commonly called the OCR, is the government authority responsible for company incorporation and statutory oversight.
It operates under the Companies Act, 2006 (2063) and regulates all registered companies in Nepal.
The office is legally empowered to:
Incorporate companies and issue registration certificates
Maintain the central company registry
Approve amendments to company details
Enforce annual filing and disclosure requirements
Strike off non-compliant companies
The official authority is the Office of Company Registrar Nepal, based in Kathmandu.
Foreign companies often underestimate how central the Company Registrar Office Nepal is to every stage of business operations.
Without OCR approval, you cannot:
Open a corporate bank account
Inject foreign direct investment (FDI)
Hire employees legally
Sign enforceable commercial contracts
In practical terms, the Company Registrar Office Nepal creates your company’s legal existence.
Foreign investors most commonly register one of the following structures.
This is the most popular structure.
Features include:
1–101 shareholders
Limited liability
100 percent foreign ownership allowed (sector-specific)
Eligible for FDI approval
Used for large-scale ventures.
Key traits:
Minimum 7 shareholders
Can raise capital from the public
Higher compliance burden
Suitable for project-based operations.
Limitations include:
No separate legal personality
Activities restricted to parent company scope
Used for market research and coordination only.
Important note:
Liaison offices cannot generate revenue in Nepal.
Foreign companies follow a structured process when dealing with the Company Registrar Office Nepal.
You submit proposed company names through the OCR online portal.
Names must:
Be unique
Not infringe trademarks
Match stated business objectives
Approval usually takes 1–3 working days.
Core documents include:
Memorandum of Association (MOA)
Articles of Association (AOA)
Shareholder details
Director identification
Registered office address
All foreign documents must be notarized and, where required, apostilled.
Applications are submitted digitally via the OCR system.
Uploaded documents are reviewed by registrar officers.
Once approved:
Registration number is issued
Certificate of Incorporation is generated
Company becomes legally active
Registration is only the beginning.
You must proceed with:
FDI approval (if applicable)
PAN and VAT registration
Bank account opening
Local authority registrations
Foreign applicants are often delayed due to documentation gaps.
Passport copies of shareholders and directors
Board resolution from parent company
Notarized incorporation certificate of foreign parent
Power of attorney
Lease agreement for registered address
Incorrect spelling of names
Mismatch between MOA and AOA
Missing notarization
Outdated board resolutions
Professional review before submission saves weeks.
Processing timelines have improved, but accuracy still matters.
| Stage | Average Time |
|---|---|
| Name reservation | 1–3 days |
| Incorporation review | 3–7 days |
| Certificate issuance | 1 day |
| Corrections (if required) | 3–10 days |
Insight:
Over 40 percent of foreign applications face at least one correction cycle due to documentation issues, based on practitioner data.
The OCR has digitized many services.
Company name search
Name reservation
New company registration
Annual return filing
Director and share updates
Certain amendments
Strike-off appeals
Special approvals
Digital access has improved efficiency but does not eliminate compliance complexity.
Once registered, companies must maintain ongoing compliance.
Every company must submit:
Annual return
Financial statements
Auditor details
Shareholding updates
Failure to file leads to:
Late fees
Penalties
Company suspension
Eventual deregistration
Foreign founders frequently face predictable challenges.
Misunderstanding permitted activities
Underestimating FDI approvals
Incorrect capital structuring
Poorly drafted MOA and AOA
Align business objectives with Nepal’s industrial classification
Draft documents with local legal context
Sequence OCR and FDI approvals correctly
Expert guidance significantly reduces friction.
Foreign investors often confuse OCR with other regulators.
| Authority | Primary Role |
|---|---|
| Company Registrar Office Nepal | Incorporation and company law |
| Department of Industry | FDI approval |
| Inland Revenue Department | Tax registration |
| Nepal Rastra Bank | Foreign exchange regulation |
Understanding this separation avoids costly missteps.
The OCR operates under several key laws.
Companies Act, 2006
Foreign Investment and Technology Transfer Act, 2019
Industrial Enterprises Act, 2020
These laws collectively define ownership, compliance, and operational boundaries for foreign companies.
Based on real registration cases, here are proven tips.
Finalize business objectives before name reservation
Keep shareholding simple at incorporation
Budget time for notarization and apostille
Use local compliance professionals
Plan post-registration steps early
These steps shorten timelines and reduce risk.
The OCR increasingly supports startups by:
Expanding online services
Simplifying name searches
Publishing clearer guidelines
Reducing manual paperwork
However, interpretation of rules still requires local expertise.
Yes. Foreigners can fully own companies in permitted sectors. FDI approval is required in parallel, but incorporation happens through the Company Registrar Office Nepal.
If documents are correct, incorporation usually takes 5–10 working days. Errors or corrections can extend timelines.
Yes. Applications are submitted online. Some steps still require follow-up and coordination with other authorities.
Penalties apply first. Continued non-compliance can result in company suspension or deregistration.
Yes. Changes to directors, address, or shareholding must be approved by the Company Registrar Office Nepal.
The Company Registrar Office Nepal is the legal foundation of doing business in Nepal. For foreign companies, understanding its processes, timelines, and compliance requirements is essential for a smooth market entry.
With the right preparation and expert guidance, registration becomes predictable rather than stressful.
Planning to register a company in Nepal?
Book a consultation with our Nepal incorporation specialists to handle OCR filings, FDI approvals, and ongoing compliance end-to-end.