How Foreigners Can Start a Business in Nepal: Legal Pathways
If you are planning to start a business in Nepal, you are not alone. Nepal is emerging as a strategic hub for cost-efficient talent, South Asia market access, and long-term growth. For foreign companies, however, success depends on choosing the right legal pathway from day one.
This guide explains how foreigners can start a business in Nepal legally, covering FDI rules, entity structures, approvals, timelines, costs, and ongoing compliance. It is written for decision-makers who want clarity, not guesswork.
Why Foreign Companies Are Choosing Nepal
Foreign investors are increasingly looking at Nepal for regional expansion. Key drivers include:
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Competitive operating costs compared to India and Southeast Asia
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Large English-speaking graduate workforce
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Favorable time zone overlap with Australia, Europe, and Asia
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Liberalized Foreign Direct Investment (FDI) regime
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Guaranteed profit and capital repatriation under law
For companies in IT, professional services, BPO, fintech, engineering, and consulting, Nepal offers scale without complexity—if structured correctly.
Can Foreigners Start a Business in Nepal?
Yes. Foreigners can legally start a business in Nepal under the Foreign Investment and Technology Transfer Act (FITTA) 2019 and related regulations.
However, foreigners cannot operate as sole proprietors or partnerships. Every foreign-owned venture must be structured through an approved legal vehicle and registered under FDI rules.
Legal Pathways to Start a Business in Nepal as a Foreigner
When you start a business in Nepal, you must select one of the following approved structures.
1. Private Limited Company with FDI
This is the most common and scalable option.
Key features
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100 percent foreign ownership allowed in most sectors
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Minimum FDI threshold: NPR 20 million (approx. USD 150,000)
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Can hire staff, invoice locally, and generate revenue
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Eligible for profit repatriation
Best for: Long-term operations, revenue-generating businesses, tech firms.
2. Branch Office
A branch office is an extension of the foreign parent company.
Key features
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No separate legal personality
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Can earn income in Nepal
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Requires sectoral approval and parent guarantees
Best for: Companies executing specific projects or contracts.
3. Liaison (Representative) Office
A liaison office is restricted in scope.
Key features
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No revenue-generating activity allowed
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Limited to coordination, marketing, and research
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Fully funded by the foreign parent
Best for: Market entry, feasibility studies, and relationship building.
4. Employer of Record (EOR) as a Pre-FDI Strategy
Many foreign companies enter Nepal through an EOR model before committing capital.
Why EOR works
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No entity or FDI approval required
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Immediate hiring of Nepali staff
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Payroll, tax, and labor compliance handled locally
Best for: Testing the market before formal FDI incorporation.
Comparison: Best Structure to Start a Business in Nepal
| Criteria | FDI Company | Branch Office | Liaison Office | EOR Model |
|---|---|---|---|---|
| Can generate revenue | Yes | Yes | No | No |
| Requires FDI approval | Yes | Yes | Yes | No |
| Minimum capital | NPR 20M | Case-specific | No | No |
| Hiring employees | Yes | Yes | Limited | Yes |
| Setup time | 6–10 weeks | 8–12 weeks | 4–6 weeks | 1–2 weeks |
| Ideal for | Long-term growth | Projects | Market study | Pilot teams |
Step-by-Step: How to Start a Business in Nepal as a Foreigner
Below is the typical FDI company incorporation process.
Step 1: Sector Eligibility Check
Not all sectors are open to foreign investment. Retail trading, real estate brokerage, and some local services remain restricted.
Step 2: FDI Approval
Applications are filed with the Department of Industry or Investment Board Nepal, depending on investment size.
Step 3: Company Registration
Register the entity with the Office of the Company Registrar.
Step 4: Capital Injection
Foreign capital must be remitted through approved banking channels.
Step 5: Tax and Statutory Registration
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Permanent Account Number (PAN)
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VAT (if applicable)
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Social Security Fund (SSF)
Step 6: Bank Account and Compliance Setup
Operational bank accounts, payroll systems, and compliance calendars are finalized.
Documents Required to Start a Business in Nepal
Foreign investors should prepare:
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Certificate of Incorporation (parent company)
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Board resolution approving Nepal investment
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Passport copies of shareholders and directors
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Proposed business plan and investment amount
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Power of Attorney for local representatives
All documents must be notarized and, where required, apostilled.
Costs and Timelines to Start a Business in Nepal
Indicative timeline
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FDI approval: 3–5 weeks
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Company registration: 1–2 weeks
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Banking and tax setup: 1–2 weeks
Typical cost components
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Government fees
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Legal and compliance advisory
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Accounting and payroll setup
Total costs vary by structure, sector, and investment size.
Ongoing Compliance for Foreign-Owned Companies
Starting a business in Nepal is only the first step. Ongoing compliance is critical.
Foreign companies must manage:
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Monthly payroll tax and SSF filings
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VAT filings (if registered)
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Annual financial audits
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Annual returns to the Company Registrar
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FDI reporting and renewals
Non-compliance can delay profit repatriation and future approvals.
Profit and Capital Repatriation
One of the strongest incentives to start a business in Nepal is guaranteed repatriation.
Foreign investors may repatriate:
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Dividends and retained earnings
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Sale proceeds of shares
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Loan principal and interest
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Royalties and service fees
Repatriation is permitted after tax clearance and regulatory approval through Nepal Rastra Bank.
Common Mistakes Foreigners Make When Starting a Business in Nepal
Avoid these frequent pitfalls:
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Choosing the wrong entry structure
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Underestimating compliance obligations
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Delaying capital injection
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Using informal payroll arrangements
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Not planning repatriation upfront
Expert local guidance can prevent costly restructuring later.
Is Nepal Right for Your Expansion Strategy?
Nepal works best for foreign companies that value:
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Long-term cost efficiency
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Skilled offshore teams
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Regional South Asia access
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Regulatory certainty with the right partner
If speed matters, an EOR model can precede formal FDI incorporation.
Call to Action: Start Your Business in Nepal with Confidence
If you are ready to start a business in Nepal, the right structure and compliance partner make all the difference.
👉 Book a consultation to assess your sector eligibility, choose the optimal legal pathway, and launch with confidence.
Frequently Asked Questions (People Also Ask)
Can a foreigner fully own a company in Nepal?
Yes. Most sectors allow 100 percent foreign ownership under FDI laws, subject to minimum capital and approvals.
What is the minimum investment to start a business in Nepal?
The minimum FDI threshold is NPR 20 million, though certain sectors may have higher requirements.
How long does it take to register a foreign-owned company in Nepal?
Typically 6–10 weeks, including FDI approval, registration, and compliance setup.
Can a foreign company hire Nepali employees?
Yes. FDI companies, branches, and EOR models can legally employ Nepali staff.
Can profits be sent back overseas?
Yes. Nepal guarantees profit and capital repatriation after tax clearance and regulatory approval.
Conclusion
To start a business in Nepal as a foreigner, you need more than enthusiasm. You need the right legal pathway, compliant structure, and long-term plan. With proper setup, Nepal offers stability, talent, and growth opportunities that few emerging markets can match.