Foreign company registration in Nepal is a document-driven process. Missing, inconsistent, or improperly notarised paperwork is the single biggest reason foreign applications face delays or rejection.
This guide gives you the most authoritative and practical breakdown of documents required for foreign company registration in Nepal, whether you are entering via FDI, branch office, liaison office, or a Nepal private limited company.
Written for foreign founders, CFOs, legal teams, and expansion leaders, this article reflects current regulatory practice, government filing standards, and real-world approval experience.
By the end, you will know exactly what to prepare, how to prepare it, and how to avoid common document pitfalls.
Nepal applies a pre-approval regulatory model for foreign companies. Authorities verify:
Source and legitimacy of foreign investment
Legal standing of the parent company
Alignment with Nepal’s FDI and sectoral rules
Tax, employment, and repatriation compliance
A single document error can delay registration by weeks or months.
Foreign companies typically submit documents across four regulatory layers:
Foreign Investment Approval
Company or Office Registration
Tax and Banking Registration
Employment and operational compliance
Each layer has distinct documentation standards.
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These documents establish the legal existence and authority of the foreign entity.
Required documents:
Certificate of Incorporation of the parent company
Memorandum and Articles of Association (or equivalent charter)
Company Profile or Business Overview
Board Resolution approving investment in Nepal
Shareholder Register of the parent company
Key compliance notes:
Must be notarised and apostilled (or embassy-attested if required)
English translation required if issued in another language
Names must match exactly across all documents
Nepal regulators apply strict KYC and AML standards.
Required documents:
Passport copies of all foreign shareholders
Passport copies of directors and authorised signatories
Recent passport-size photographs
Address proof (utility bill or bank statement)
Best practice:
Ensure passport validity exceeds six months at filing time.
Authorities assess capital legitimacy and inflow clarity.
Required documents:
Proposed investment amount (foreign currency)
Shareholding structure chart
Capital injection schedule
Source of funds declaration
Tip:
Mismatch between capital figures across documents is a top rejection cause.
If you are incorporating a Nepal Private Limited Company with foreign ownership, additional documentation applies.
Required documents:
Detailed Project Report (DPR) or Business Plan
Technology Transfer Agreement (if applicable)
Joint Venture Agreement (if partnering locally)
A branch office allows revenue-generating activity without forming a new legal entity.
Required documents:
Parent company financial statements (last 2–3 years)
Power of Attorney appointing Nepal representative
Board resolution approving branch establishment
Letter of undertaking on liabilities
Liaison offices are non-revenue-generating.
Required documents:
Commitment letter confirming non-commercial activity
Operating expense funding plan
Representative appointment letter
Identify the correct entry route (FDI company, branch, or liaison)
Prepare parent company documents
Obtain notarisation and apostille
Draft Nepal-specific resolutions and powers
Compile investment and capital declarations
Submit for foreign investment approval
File company or office registration
Complete tax and banking documentation
Foreign company registration in Nepal typically involves coordination with:
Department of Industry
Company Registrar
Inland Revenue Department
Nepal Rastra Bank
Local ward office
Each authority may request clarifications or supplementary documents.
| Entry Route | Capital Required | Core Documents | Approval Complexity | Typical Timeline |
|---|---|---|---|---|
| FDI Private Limited Company | Yes | Highest | High | 4–8 weeks |
| Branch Office | Yes | High | Medium-High | 3–6 weeks |
| Liaison Office | No | Moderate | Medium | 2–4 weeks |
Foreign companies frequently face delays due to:
Inconsistent company names
Missing apostille or notarisation
Incorrect board resolution wording
Capital mismatch across filings
Unclear business activity descriptions
Expert insight:
Nepal regulators focus heavily on intent clarity. Vague descriptions raise red flags.
Registration is not the end. Ongoing compliance requires:
Tax registration certificates
PAN and VAT documents (if applicable)
Employment contracts compliant with Nepal labour law
Annual audit and financial statements
Foreign exchange reporting documents
This guide aligns with:
Nepal’s Foreign Investment and Technology Transfer framework
Company incorporation and registration rules
Central bank foreign exchange directives
Corporate governance filing standards
These requirements are enforced in practice, not just on paper.
The most critical documents are the parent company’s incorporation certificate, board resolution, shareholder passports, and investment structure documents. Missing or inconsistent versions cause delays.
Yes. Most foreign corporate documents must be notarised and apostilled or embassy-attested before submission in Nepal.
A business plan or DPR is mandatory for FDI-based company registration. Branch and liaison offices may require simplified versions.
Initial review may allow digital copies, but original notarised documents are required before final approval.
Verification typically takes 2–4 weeks, depending on document quality and authority workload.
Foreign company registration in Nepal succeeds or fails on documentation quality. Preparing the correct documents, in the correct format, with proper legal validation is essential.
Foreign companies that plan documentation strategically experience faster approvals, lower risk, and smoother operations.
If you want certainty, speed, and regulatory confidence, expert guidance makes a measurable difference.
Planning foreign company registration in Nepal?
Book a free document readiness consultation to review your paperwork, identify risks, and accelerate approval.