Understanding the documents required for company registration Nepal is the first and most critical step for any foreign company planning to enter the Nepali market. Nepal welcomes foreign investment, but it operates under a structured legal framework. Proper documentation determines whether your application is approved smoothly or delayed for months.
This guide is written specifically for foreign companies, investors, and promoters. It explains every document required, why it matters, and how to prepare it correctly. The aim is simple: help you launch your business legally in Nepal with confidence and speed.
Nepal’s company registration system is designed to ensure transparency, investor protection, and regulatory compliance. Foreign-owned entities must satisfy additional scrutiny compared to local businesses.
The documentation requirements are enforced by the Office of Company Registrar, under the Companies Act, 2006.
Key reasons documentation matters:
Verification of foreign ownership and capital sources
Compliance with foreign investment laws
Prevention of shell or non-operational entities
Alignment with tax, labor, and banking regulations
Before diving into the checklist, it is important to understand the governing laws.
The primary legislation includes:
Companies Act, 2006
Foreign Investment and Technology Transfer Act (FITTA), 2019
Industrial Enterprises Act, 2020
Income Tax Act, 2002
Foreign investors must also engage with the Department of Industry for FDI approval before registration.
This section directly addresses the primary keyword and provides the authoritative checklist.
Foreign company registration documents fall into five categories:
Promoter and shareholder documents
Company constitutional documents
Foreign investment approval documents
Address and office-related documents
Post-registration statutory documents
Each category is explained below.
Foreign promoters must submit personal and corporate identification documents.
Passport copy (notarized)
Passport-size photographs
Residential address proof
Contact details
Certificate of incorporation
Memorandum and Articles of Association
Board resolution approving Nepal investment
Shareholding structure
Tip: All foreign documents must be notarized and apostilled or consularized.
The Memorandum of Association defines the company’s identity and scope.
It must include:
Company name
Registered office address in Nepal
Objectives and business activities
Authorized capital
Shareholding structure
MOA errors are the number one reason for registration rejection.
The Articles of Association govern internal management.
Key clauses include:
Director appointment and removal
Share transfer rules
Voting rights
Dividend distribution
Board meeting procedures
For foreign companies, the AOA must align with FITTA and Nepalese corporate law.
Foreign investors cannot directly register a company without approval.
Project proposal or business plan
Investment amount declaration
Technology transfer details (if applicable)
Joint venture agreement (if partnering with a Nepali entity)
Approval is granted by the Department of Industry.
A board resolution must explicitly state:
Approval to invest in Nepal
Authorized representative
Amount of investment
Type of entity being incorporated
This resolution must be notarized and legalized.
Every company must declare a legal address in Nepal.
Required documents:
Lease agreement or ownership certificate
Landlord consent letter
Utility bill (in some cases)
Virtual offices are generally not accepted for registration.
Foreign promoters often appoint a local representative.
The POA authorizes:
Document submission
Liaison with authorities
Opening bank accounts
This document must be notarized and legalized abroad.
The Office of Company Registrar requires prescribed forms, including:
Online incorporation application
Director consent forms
Shareholder declarations
These must match the MOA and AOA exactly.
| Aspect | Local Company | Foreign-Owned Company |
|---|---|---|
| Passport copies | Not required | Mandatory |
| FDI approval | Not required | Mandatory |
| Notarization | Limited | Mandatory |
| Business plan | Optional | Required |
| Processing time | 7–10 days | 25–45 days |
This comparison highlights why foreign companies need additional preparation.
Avoid these frequent errors:
Mismatch between MOA and business plan
Missing apostille on foreign documents
Incorrect shareholding percentages
Using restricted business activities
Incomplete board resolutions
A single error can restart the approval timeline.
A realistic timeline helps planning.
Document collection abroad: 7–14 days
Notarization and legalization: 5–10 days
FDI approval: 10–20 days
OCR registration: 5–7 days
Total expected timeline: 25–45 days
Some sectors require extra approvals.
IT and software: Technology description
Manufacturing: Environmental clearance
Education: Ministry approval
Financial services: Regulatory licenses
Sector-specific compliance should be assessed early.
After registration, companies must obtain:
PAN/VAT registration
Bank account opening documents
Capital infusion proof
Share certificates
Failure to complete post-registration steps can invalidate operations.
Foreign companies often underestimate Nepal’s regulatory depth.
Professional advisors help:
Draft compliant MOA and AOA
Coordinate FDI approvals
Prevent rejection and rework
Ensure tax and labor compliance
This reduces both risk and time-to-market.
The documents required for company registration Nepal form the legal foundation of your business entry. For foreign companies, accuracy, legalization, and sequencing matter more than speed. With the right documentation strategy, Nepal offers a stable and cost-effective destination for expansion.
Planning to register a company in Nepal?
Speak with our Nepal incorporation specialists for a document checklist, timeline, and compliance roadmap tailored to foreign investors.
Foreign companies need passports, MOA, AOA, board resolutions, FDI approval, office address proof, and notarized foreign documents.
Yes. Foreign investors must obtain approval from the Department of Industry before OCR registration.
Yes. All foreign-origin documents must be notarized and apostilled or consularized.
Typically 25 to 45 days, depending on document readiness and approval timelines.
Partially. A local representative with a Power of Attorney is required for on-ground processes.