Company incorporation in Nepal is increasingly becoming an attractive option for foreign companies looking to expand into South Asia. With strategic location, low operational costs, an educated English-speaking workforce, and ongoing reforms in business regulation, Nepal presents unique opportunities for global investors.
This 2025 guide provides a comprehensive, step-by-step breakdown of how foreign entities can incorporate a company in Nepal, highlighting key legal processes, documents, costs, timelines, compliance duties, and government incentives — all while optimizing content for Google rankings.
Nepal’s economic policy is geared toward attracting foreign investment across sectors like IT, manufacturing, renewable energy, tourism, and agro-processing. Foreign companies can own up to 100% equity in most permitted sectors.
100% foreign ownership allowed in most sectors
Skilled, cost-effective workforce
Improved FDI approval systems (including automatic routes)
Digital incorporation systems with government reforms
Growing infrastructure and favorable tax incentives
All foreign investment in Nepal is governed by the Foreign Investment and Technology Transfer Act (FITTA), 2019, which outlines procedures for investment approval, repatriation rights, and the regulatory framework.
Minimum FDI threshold: NPR 20 million (~USD 150,000)
(Note: Exemptions exist for IT-based companies)
FDI must be approved by either the Department of Industry (DoI) or Investment Board Nepal (IBN)
Investments can be made via:
Equity shares
Joint ventures
Lease financing
Technology transfer
Once FDI is approved, the investor must incorporate the company through the Office of the Company Registrar (OCR) and subsequently fulfill tax and central bank compliance.
Ensure the business is not on Nepal’s Negative List (e.g. small-scale retail, personal services, weapons manufacturing, etc.). Foreign companies are welcome in sectors like:
Software and IT services
Renewable energy
Manufacturing
Education
Infrastructure
Foreign investors must submit a proposal to the Department of Industry (DoI), including:
Investor profile
Business proposal
Financial credibility certificate
Board resolution (for corporate investors)
Passport copies (for individuals)
Investments up to NPR 500 million in designated sectors (like IT, tourism, services) are eligible for online automatic approval, significantly reducing wait times.
Timeline: 3–30 days depending on sector and route
Security Deposit: NPR 20,000 (refundable upon investment realization)
Register a unique company name through the Office of the Company Registrar (OCR). The name must:
Be available and not identical to existing companies
Include “Private Limited” or “Ltd.”
Fee: ~NPR 500
Approval Time: 1–3 days
Required documents include:
Memorandum of Association (MoA) – objectives, capital structure
Articles of Association (AoA) – governance framework
FDI approval letter
Investor IDs or corporate documents
Power of Attorney (if appointing a local representative)
Language: English (plus Nepali version recommended)
Submit incorporation documents to OCR either:
Physically
Via Nepal’s online company registration portal
Fees Based on Authorized Capital:
| Capital (NPR) | Fee (NPR) |
|---|---|
| Up to 100,000 | 1,000 |
| 100,001 – 500,000 | 4,500 |
| 500,001 – 2.5 million | 9,500 |
| 2.5M – 10 million | 16,000 |
| 10M – 30 million | 22,000 |
| 30M – 50 million | 28,000 |
| Over 50 million | 43,000+ |
Processing Time: 7–10 days
Deliverable: Certificate of Incorporation
Register with the Inland Revenue Department (IRD) for:
Permanent Account Number (PAN) – required for all transactions
VAT Registration – if annual turnover exceeds NPR 2 million
Required for manufacturing and export businesses via the DoI. You may need:
Local Ward Office recommendation
Business location documentation
Before remitting capital into Nepal:
Open a corporate bank account
Get NRB approval for inward remittance
Bank issues Foreign Inward Remittance Certificate
Wire investment capital into Nepal. Upon receipt:
Allot shares to the foreign investor
Update shareholder register
Notify OCR (if structure changes)
| Activity | Duration |
|---|---|
| FDI Approval | 3–30 days |
| Name Reservation | 1–3 days |
| Company Incorporation at OCR | 7–10 days |
| PAN/VAT Registration | 1–3 days |
| NRB Approval & Capital Injection | 7–14 days |
| Total Time (Approximate) | 3–6 weeks |
| Item | Estimated Cost (NPR) |
|---|---|
| OCR Registration Fee | 1,000 – 43,000 |
| Name Reservation | ~500 |
| FDI Security Deposit | 20,000 (refundable) |
| Local Registration (Ward) | 5,000 – 15,000 |
| PAN/VAT Registration | Free |
| NRB Registration | Free |
| Professional Fees (Lawyers) | Varies (market rate) |
100% repatriation rights for profits and capital
5–10 year tax holidays for certain industries (e.g. export, tourism)
Customs duty exemptions on capital equipment
No capital ceiling for IT companies (especially under automatic route)
Fast-tracked approval system for FDI via online OSS portal
Submitting incomplete documentation for FDI approval
Not aligning MoA business objectives with FDI proposal
Failing to remit capital within one year of approval
Missing VAT threshold and facing penalties
Using a restricted business sector without checking the Negative List
Company incorporation in Nepal is now more accessible for foreign companies thanks to regulatory reforms, digital government systems, and investor incentives. Whether you’re setting up a software firm, manufacturing plant, or consultancy, Nepal offers a compelling environment with favorable ownership rules, skilled human resources, and a growing economy.
✅ 100% foreign ownership allowed in most sectors
✅ Minimum capital: NPR 20 million (waived for IT under automatic route)
✅ FDI and company registration can be completed in 4–6 weeks
✅ Digital systems and one-stop centers reduce paperwork
✅ Post-registration compliance is critical for long-term operation