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.
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.
Before diving into name rules, foreign companies must understand how private vs public company in Nepal affects name eligibility and scrutiny.
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.
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.
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.
Foreign companies often assume this is a simple online form. In practice, it is a regulatory review process.
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
OCR officers manually assess:
Linguistic similarity
Sector relevance
Potential public confusion
Compliance with the Companies Act
Approval is discretionary, not automatic.
Once approved, the name is reserved for a limited period. Incorporation must proceed within that window.
Foreign founders often face rejection not because the name is bad, but because it violates local regulatory logic.
Names cannot imply:
Government affiliation
Regulatory authority
International bodies without approval
Examples of sensitive words include:
“National”
“Authority”
“Commission”
“Central”
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.
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 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.
Foreign companies should plan for at least one rejection unless guided properly.
Similarity with dormant or inactive companies
Overly generic terms
Foreign brand names without Nepal presence clarification
Mismatch between name and proposed objectives
| Factor | Private Company | Public Company |
|---|---|---|
| Regulatory scrutiny | Moderate | High |
| Naming flexibility | Higher | Lower |
| Use of generic terms | Often allowed | Often restricted |
| Approval timeline | Faster | Slower |
| Common for foreign firms | Yes | Rare |
This distinction is critical when structuring market entry.
Foreign companies that secure approval on the first attempt usually follow these principles:
Align the name with actual business activities
Avoid regulated or prestige words unnecessarily
Localize global brand names carefully
Prepare alternative spellings and suffixes
Match name, objectives, and capital structure
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.
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.
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.
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.
Typically 1–3 working days. Complex names or regulated terms can take longer.
Yes. Name approval usually precedes foreign investment applications.
No. Even minor similarities can trigger rejection.
Yes. Public companies face stricter scrutiny and naming limitations.
Yes, but it requires shareholder resolutions and OCR approval.