If you are a foreign company planning to enter South Asia, understanding the documents required for company registration Nepal is the first and most critical step. Nepal offers 100% foreign ownership in most sectors, but registration is documentation-driven. Missing or incorrect paperwork causes delays, rejections, and compliance risk. This guide gives you a precise, updated, and practical checklist for online company registration in Nepal, written specifically for foreign investors.
You will learn what documents are required, why each matters, and how to prepare them correctly the first time.
Nepal’s company registration regime is governed by the Office of the Company Registrar, supported by the Department of Industry for foreign investment approvals.
This framework exists to:
Verify foreign ownership and source of funds
Prevent shell companies and money laundering
Ensure sectoral compliance under FDI laws
Protect employees, tax authorities, and investors
For foreign companies, documentation is both a legal requirement and a risk-control mechanism.
This section directly addresses the primary keyword and is the most referenced checklist by foreign founders.
These documents define how the Nepal company will legally exist and operate.
Mandatory documents:
Memorandum of Association (MoA)
Defines company objectives, capital structure, and shareholders.
Articles of Association (AoA)
Governs internal management, board powers, and decision-making.
Both must comply with the Companies Act 2006.
Each foreign shareholder must submit notarized and, where required, apostilled documents.
Required documents include:
Passport copy of individual shareholders
Certificate of Incorporation (for foreign corporate shareholders)
Board resolution approving investment in Nepal
Shareholding structure of the foreign parent
All documents not in English must be translated and certified.
Before company registration, foreign investors must secure FDI approval.
Key documents required by the Department of Industry:
Project profile and business plan
Proposed investment amount and funding schedule
Technology transfer details, if applicable
Sector classification confirmation
FDI approval is issued under Foreign Investment and Technology Transfer Act 2019.
Nepal strictly verifies the legitimacy of foreign capital.
Documents typically required:
Bank reference letter from foreign bank
Declaration of source of funds
Commitment letter for capital injection
Estimated timeline for remittance
Actual capital remittance occurs after registration but must be pre-approved.
A Nepal-registered address is mandatory at incorporation.
Acceptable documents:
Lease agreement or rental contract
Land ownership certificate (if owned)
Consent letter from property owner
Virtual offices are not accepted for company registration.
Every company must appoint at least one director.
Required documents:
Passport copy of each director
Recent passport-size photographs
Consent to act as director
Specimen signatures
Foreign directors do not need to reside in Nepal.
Understanding the sequence prevents rework.
Name reservation with the Office of Company Registrar
FDI approval from Department of Industry
Online submission of MoA and AoA
Upload of shareholder and director documents
Issuance of Company Registration Certificate
PAN and VAT registration with tax office
Each step depends on the accuracy of your documents.
| Aspect | Local Company | Foreign-Owned Company |
|---|---|---|
| Shareholder ID | Nepali citizenship | Passport + notarization |
| Investment approval | Not required | Mandatory FDI approval |
| Capital proof | Optional | Source of funds required |
| Regulatory bodies | OCR only | OCR + DOI |
| Timeline | 5–7 days | 3–6 weeks |
This distinction is often underestimated by foreign founders.
Avoid these frequent issues that cause delays.
Most common errors:
Mismatch between passport name and MoA spelling
Incorrect sector classification under FDI rules
Missing apostille or notarization
Using generic business objectives
Submitting unsigned board resolutions
Professional pre-validation prevents rejections.
Some industries require approvals beyond company registration.
Examples include:
IT and software export: No extra license
Manufacturing: Environmental clearance
Fintech: Central bank approvals
Education or training: Line ministry consent
Sector mapping should be done before document preparation.
This guide is based on:
Companies Act 2006
Foreign Investment and Technology Transfer Act 2019
Industrial Enterprises Act 2020
Official guidelines of the Office of Company Registrar
According to government data, over 85% of FDI application delays arise from document errors and omissions.
With complete and accurate documents:
Name reservation: 1–2 days
FDI approval: 2–4 weeks
Company registration: 2–3 days
Tax registration: 1–2 days
Incomplete documentation can extend timelines by months.
A local compliance partner helps you:
Prepare legally compliant MoA and AoA
Coordinate DOI and OCR approvals
Prevent costly resubmissions
Align tax, payroll, and employment compliance
This is especially critical if Nepal is your first South Asian entity.
If you want a verified document checklist, FDI eligibility review, or end-to-end company registration in Nepal, our specialists can help.
👉 Book a free consultation to review your documents before submission and avoid costly delays.
Understanding the documents required for company registration Nepal is the foundation of a successful market entry. Nepal is open to foreign investment, but only for companies that follow its documentation and compliance framework precisely. With the right preparation, registration is predictable, fast, and secure.
Yes. Foreigners can complete most steps online, but FDI approval and document verification are mandatory before registration.
Yes, in most sectors. Restricted sectors are listed under Nepal’s FDI negative list.
Yes. Foreign documents must be notarized and sometimes apostilled.
The minimum foreign investment threshold is NPR 20 million, subject to change by regulation.
Yes. A single foreign shareholder can register a private limited company.