Everything You Need to Know About Company Name Registration in Nepal

Private vs public company in Nepal is often the first strategic question foreign companies face when entering the Nepali market.
Yet, before capital, shareholders, or directors are even discussed, one critical step decides whether your incorporation moves forward smoothly or stalls: company name registration in Nepal.

For foreign founders, investors, and regional headquarters teams, name approval is not a branding exercise. It is a legal gatekeeper. A rejected name can delay timelines, disrupt investment approvals, and even force structural changes between private and public company options.

This guide is written for foreign companies that want certainty. It explains how company name registration works in Nepal, how it differs for private vs public companies, what regulators actually check, and how to avoid rejection on the first submission.

Why Company Name Registration Matters in Nepal

In Nepal, company name approval is not cosmetic. It is a statutory compliance step governed by the Companies Act and administered by the Office of Company Registrar (OCR).

Your approved name determines:

• Whether you can proceed with incorporation

• Whether foreign investment approval aligns with your entity type

• Whether sectoral regulators will object later

• Whether trademarks, banking, and tax registration move smoothly

Unlike some jurisdictions, Nepal does not allow incorporation first and name disputes later. Approval comes upfront.

Private vs Public Company in Nepal: Structural Context

Before diving into name rules, foreign companies must understand how private vs public company in Nepal affects name eligibility and scrutiny.

What Is a Private Company in Nepal?

A private company is the most common entry route for foreign investors.

Key features:

• Maximum of 101 shareholders

• Shares are not publicly traded

• Lower disclosure and compliance burden

• Faster approval timelines

Most foreign-owned subsidiaries, joint ventures, and holding entities fall under this category.

What Is a Public Company in Nepal?

A public company is designed for scale and public participation.

Key features:

• Minimum 7 shareholders

• Can issue shares to the public

• Higher paid-up capital thresholds

• Stricter naming, disclosure, and governance rules

For foreign companies, public entities are usually considered only when large capital mobilization or listings are planned.

Legal Basis for Company Name Registration in Nepal

Company name registration is governed primarily by:

• Companies Act, 2006 (Nepal)

• Office of Company Registrar Directives and Circulars

• Sector-specific laws for regulated industries

Under the Act, no two companies can operate under identical or deceptively similar names, regardless of capitalization, punctuation, or minor spelling variations.

Step-by-Step Process: Company Name Registration in Nepal

Foreign companies often assume this is a simple online form. In practice, it is a regulatory review process.

1. Name Search and Reservation

You submit up to three proposed names through the OCR system.

Each name is evaluated for:

• Similarity with existing registered entities

• Prohibited or restricted words

• Misrepresentation of scope or authority

2. OCR Review and Decision

OCR officers manually assess:

• Linguistic similarity

• Sector relevance

• Potential public confusion

• Compliance with the Companies Act

Approval is discretionary, not automatic.

3. Validity Period

Once approved, the name is reserved for a limited period. Incorporation must proceed within that window.

Naming Rules Foreign Companies Commonly Miss

Foreign founders often face rejection not because the name is bad, but because it violates local regulatory logic.

Prohibited or Restricted Terms

Names cannot imply:

• Government affiliation

• Regulatory authority

• International bodies without approval

Examples of sensitive words include:

• “National”

• “Authority”

• “Commission”

• “Central”

Sector-Specific Restrictions

Words like “Bank,” “Finance,” “Insurance,” or “Investment” require prior approval from regulators such as Nepal Rastra Bank.

This applies equally to private vs public company in Nepal structures.

How Private vs Public Company Status Affects Name Approval

Private Companies: Practical Flexibility

Private companies enjoy more naming flexibility, provided:

• The name does not mislead the public

• Activities match the stated objectives

• No regulated-sector terms are used improperly

This is why most foreign subsidiaries opt for private company registration.

Public Companies: Higher Scrutiny

Public companies face additional checks:

• Name must reflect broader public accountability

• Branding that suggests national importance is reviewed carefully

• Sector misalignment leads to rejection

In practice, OCR applies a stricter interpretation for public company names.

Common Reasons for Name Rejection in Nepal

Foreign companies should plan for at least one rejection unless guided properly.

Frequent Rejection Triggers

• Similarity with dormant or inactive companies

• Overly generic terms

• Foreign brand names without Nepal presence clarification

• Mismatch between name and proposed objectives

Private vs Public Company in Nepal: Name Approval Comparison

This distinction is critical when structuring market entry.

Strategic Naming Tips for Foreign Companies

Foreign companies that secure approval on the first attempt usually follow these principles:

1. Align the name with actual business activities

2. Avoid regulated or prestige words unnecessarily

3. Localize global brand names carefully

4. Prepare alternative spellings and suffixes

5. Match name, objectives, and capital structure

Relationship Between Name Registration and Foreign Investment Approval

For foreign investors, name approval precedes:

• Foreign Investment and Technology Transfer approvals

• Bank account opening

• Tax registration

Under Nepal’s investment regime, authorities cross-check entity names across filings. Inconsistencies create delays.

Branding vs Compliance: The Nepal Reality

In mature markets, branding leads compliance.
In Nepal, compliance leads branding.

Foreign companies that prioritize brand identity over regulatory alignment often face rejections or forced renaming later.

When Should Foreign Companies Choose Public Company Status?

From a name registration perspective, public companies make sense only if:

• Public capital raising is planned

• Sector requires public trust signaling

• Long-term listing is a goal

Otherwise, private company registration provides speed, certainty, and flexibility.

Conclusion: Private vs Public Company in Nepal Starts With the Name

Private vs public company in Nepal is not just a legal classification. It shapes how regulators interpret your company name, your intent, and your credibility.

For foreign companies, successful entry starts with a regulator-approved identity, not just a market-facing brand. Name registration is where that identity is tested first.

Handled correctly, it becomes a smooth gateway. Handled casually, it becomes an invisible barrier that delays everything else.

Frequently Asked Questions 

1. How long does company name registration take in Nepal?

Typically 1–3 working days. Complex names or regulated terms can take longer.

2. Can foreign companies reserve a name before investment approval?

Yes. Name approval usually precedes foreign investment applications.

3. Can two companies have similar names in Nepal?

No. Even minor similarities can trigger rejection.

4. Is name approval different for private vs public company in Nepal?

Yes. Public companies face stricter scrutiny and naming limitations.

5. Can an approved company name be changed later?

Yes, but it requires shareholder resolutions and OCR approval.