Private vs public company in Nepal is one of the first and most important decisions foreign companies face when entering the Nepali market.
This choice affects ownership limits, capital requirements, compliance costs, fundraising options, and long-term exit strategies.
Many foreign investors assume Nepal’s system mirrors India or the UK. It does not.
Nepal has its own corporate rules, foreign investment thresholds, and regulatory approvals that shape how you should register.
This guide gives you a clear, step-by-step explanation of how to get your company registered in Nepal, while helping you decide whether a private company or a public company is right for your goals.
Choosing the wrong structure can slow approvals, increase compliance costs, or block future expansion.
For foreign companies, the structure determines:
In practice, over 90 percent of foreign investors choose a private company for Nepal market entry.
Public companies are strategic tools, not default options.
All companies in Nepal are registered with the Office of Company Registrar under the Companies Act.
Foreign investors must also interact with:
The registration process differs slightly depending on whether you choose a private or public company.
A private company in Nepal is a closely held entity designed for controlled ownership and operational flexibility.
Private companies are ideal for:
They offer control, confidentiality, and predictable compliance.
A public company in Nepal is designed to raise capital from the public or institutional investors.
Public companies are suitable when:
For most foreign entrants, this structure is unnecessarily complex at the entry stage.
| Criteria | Private Company in Nepal | Public Company in Nepal |
|---|---|---|
| Ownership | 1–101 shareholders | Minimum 7, no limit |
| Foreign Investment | Common and straightforward | Heavily scrutinized |
| Capital Requirement | Lower | Significantly higher |
| Compliance | Moderate | High |
| Fundraising | Private placement only | Public and private |
| Disclosure | Limited | Extensive |
| Best For | Market entry, subsidiaries | Large capital projects |
This comparison highlights why private companies dominate foreign registrations.
Whether private or public, the registration journey follows a structured path.
Before paperwork, align structure with:
This decision impacts every approval that follows.
You must reserve a unique company name with the Office of Company Registrar.
Key rules:
Foreign shareholders require approval from the Department of Industry.
You submit:
This step is critical for foreign companies.
You prepare:
These define:
Private companies enjoy more flexibility here.
Once documents are approved:
This is the official birth of your Nepal entity.
After incorporation, you complete:
These are mandatory for operations.
Nepal sets minimum foreign investment thresholds, not just share capital.
Important points:
Public companies often need significantly higher capitalization due to scale expectations.
Compliance costs can be two to three times higher for public companies.
Avoid these frequent issues:
These mistakes delay approvals and increase costs.
For most foreign companies:
Nepal allows restructuring as your business matures.
For most foreign companies, yes. Private companies offer faster setup, lower compliance, and stronger ownership control.
Yes, in most permitted sectors, subject to foreign investment approval.
Public companies generally require higher capital aligned with large-scale operations and regulatory expectations.
Private companies typically register within 3–6 weeks if documents are complete. Public companies take longer.
Yes. Nepalese law allows conversion once conditions are met.
Choosing private vs public company in Nepal is not a legal formality.
It is a strategic decision that shapes your cost, control, and growth.
For foreign companies entering Nepal:
Getting this choice right from day one saves time, money, and regulatory risk.
If you are planning to register a company in Nepal, professional guidance can simplify approvals and accelerate market entry.