If you are exploring how to register a company in Nepal, you are not alone. Nepal has emerged as a cost-efficient, talent-rich destination for foreign companies expanding into South Asia. From IT and outsourcing to manufacturing, trading, and services, Nepal offers clear legal pathways for foreign investors.
This updated 2026 guide answers the most common and practical questions foreign companies ask before entering Nepal. It is written to save you time, reduce compliance risk, and help you decide the right structure for your business.
By the end, you will know exactly how to register a company in Nepal, what documents are required, how long it takes, and what mistakes to avoid.
Nepal’s appeal goes beyond low costs. The country has strengthened its foreign investment framework in recent years.
Key drivers include:
Competitive labor costs with strong English proficiency
Government-backed Foreign Direct Investment (FDI) protection
Growing IT, BPO, fintech, and engineering sectors
Strategic access to India and China
Clear company registration and profit repatriation rules
According to government investment guidelines, foreign investment is permitted in most service, technology, and manufacturing sectors, subject to sectoral approvals.
Understanding the legal base improves trust and compliance.
Foreign company registration in Nepal is primarily governed by:
Companies Act, 2006
Foreign Investment and Technology Transfer Act (FITTA), 2019
Industrial Enterprises Act, 2020
Income Tax Act, 2002
Labour Act, 2017 and Social Security Act, 2018
These laws collectively regulate incorporation, foreign ownership, taxation, employment, and profit repatriation.
Before learning how to register a company in Nepal, you must select the correct legal structure.
This is the most common structure for foreign investors.
Features:
100 percent foreign ownership allowed in approved sectors
Separate legal entity
Limited liability
Eligible for profit repatriation
Best for long-term operations and revenue generation.
A branch is an extension of the foreign parent company.
Key points:
No separate legal personality
Can conduct commercial activities
Requires annual approval renewal
Parent company bears full liability
Suitable for companies testing the Nepal market.
This is a non-commercial presence.
Permitted activities include:
Market research
Relationship management
Coordination with headquarters
Revenue generation is not allowed.
| Criteria | Private Limited (FDI) | Branch Office | Liaison Office |
|---|---|---|---|
| Revenue allowed | Yes | Yes | No |
| Legal personality | Separate | Extension | Extension |
| Liability | Limited | Parent company | Parent company |
| Profit repatriation | Allowed | Allowed | Not applicable |
| Best for | Long-term operations | Market entry | Market research |
Foreign founders often ask for a clear roadmap. Here is a simplified process.
Foreign investment approval is obtained from the relevant authority depending on capital size.
This includes:
Business activity review
Minimum investment threshold compliance
National priority alignment
The proposed company name must be unique and compliant with naming rules.
You submit incorporation documents to the Company Registrar.
Once approved, you receive:
Certificate of Incorporation
Company registration number
Every company must register for:
Permanent Account Number (PAN)
Value Added Tax (VAT), if applicable
Foreign investors must inject approved capital through formal banking channels.
Depending on your sector, additional licenses may be required.
Foreign companies should prepare documents carefully to avoid delays.
Common requirements include:
Passport copies of shareholders and directors
Certificate of incorporation of parent company
Board resolution approving Nepal investment
Memorandum and Articles of Association
Project report and financial projections
All foreign documents must be notarised and, in many cases, apostilled.
Under current investment guidelines:
The general minimum foreign investment threshold applies
Capital must be injected through approved banking channels
Phased capital injection is permitted
Exact thresholds may vary by sector.
Timelines depend on documentation quality and sector approvals.
Typical ranges:
Investment approval: 2 to 4 weeks
Company incorporation: 3 to 5 working days
Tax registration: 2 to 3 working days
End-to-end, most foreign companies complete registration within 4 to 6 weeks.
Understanding cost upfront avoids surprises.
Costs generally include:
Government registration fees
Legal and compliance advisory fees
Translation and notarisation costs
Bank charges for capital remittance
Professional guidance reduces hidden costs caused by rejections and delays.
Foreign companies in Nepal are subject to:
Corporate income tax
Withholding tax on certain payments
VAT, where applicable
Nepal also has Double Taxation Avoidance Agreements with several countries, reducing tax exposure.
Once operational, companies must comply with labor laws.
This includes:
Employment contracts
Social security fund contributions
Statutory leave and benefits
Payroll tax compliance
Failure to comply can lead to penalties and license suspension.
Many issues arise from poor planning.
Avoid these frequent errors:
Choosing the wrong entity structure
Underestimating compliance obligations
Submitting incomplete or inconsistent documents
Ignoring sector-specific restrictions
Delaying capital injection
Expert support significantly reduces these risks.
While it is legally possible to self-register, foreign companies face added complexity.
Professional advisors help with:
Investment structuring
Regulatory liaison
End-to-end compliance
Ongoing tax and HR obligations
This ensures your Nepal entity is compliant from day one.
Yes. Nepal allows up to 100 percent foreign ownership in most approved sectors under foreign investment laws.
Foreign investors must meet the prescribed minimum investment threshold, which varies by sector and policy updates.
Yes. Foreign nationals can act as directors of Nepali companies without residency requirements.
Yes. Profits, dividends, and capital can be repatriated through formal banking channels after tax compliance.
Not always. With proper authorisation, most registration steps can be completed remotely.
Understanding how to register a company in Nepal is the first step toward a successful South Asian expansion. With the right structure, proper documentation, and compliant execution, Nepal offers a stable and rewarding environment for foreign businesses.
The key is preparation, clarity, and professional guidance.
Planning to expand into Nepal?
Speak with a specialist who handles FDI structuring, company registration, tax, and compliance for foreign companies.
👉 Book a free consultation and get a personalised Nepal entry roadmap.