If you are exploring South Asia for expansion, how to register a company in Nepal is likely one of your first questions. Nepal offers a cost-competitive workforce, improving digital infrastructure, and full foreign ownership in most sectors.
The good news is that company registration is now largely digital through the Office of the Company Registrar’s online portal. With the right preparation, foreign companies can complete incorporation efficiently, without repeated visits to Nepal.
This guide explains how to register a company in Nepal online using the OCR portal, with a clear, practical focus on foreign shareholders, compliance requirements, and post-registration obligations.
Before diving into the process, it helps to understand why global businesses are choosing Nepal.
Foreign companies typically incorporate in Nepal to:
Build offshore delivery or shared-service centers
Establish regional IT, engineering, or BPO operations
Enter the Nepali market for trading, services, or manufacturing
Set up cost-efficient support teams for Australia, Europe, or the UK
Key advantages include:
100 percent foreign ownership in most sectors
Competitive operating and salary costs
English-speaking professional workforce
Digital company registration through OCR
Access to investment protections under national law
Understanding the legal basis strengthens compliance and builds investor confidence.
Company registration in Nepal is primarily governed by:
Office of the Company Registrar
Companies Act 2006
Foreign Investment and Technology Transfer Act 2019
The Companies Act establishes incorporation procedures, director duties, and shareholder rights. FITTA regulates foreign shareholding, technology transfer, and profit repatriation.
Foreign companies usually choose one of the following structures.
A Private Limited Company is the preferred option for foreign investors.
Key features:
Separate legal entity
Limited liability for shareholders
Minimum one shareholder and one director
Suitable for service, IT, trading, and consulting businesses
A branch is an extension of a foreign parent company.
Cannot perform activities beyond parent scope
Subject to higher regulatory oversight
Less flexibility for local hiring
Used only for market research and coordination.
No revenue-generating activities allowed
Limited operational scope
For most foreign companies, a Private Limited Company is the optimal structure.
This section answers the core question: how to register a company in Nepal using the digital process.
The process starts with reserving a company name.
Requirements:
Name must be unique and not misleading
Must not conflict with existing trademarks or restricted terms
Certain sector-specific words require approval
The OCR portal typically approves names within one to three working days.
Once the name is approved, prepare the mandatory documents.
These include:
Memorandum of Association
Articles of Association
Details of shareholders and directors
Passport copies of foreign shareholders
Registered office address in Nepal
Foreign documents must be notarized and, where applicable, apostilled.
Upload all documents to the OCR portal and complete the digital application.
Information entered must exactly match supporting documents. Errors delay approval.
Once submitted, the application is reviewed by OCR officials.
Government fees depend on authorized capital.
Fees are paid online or through designated banks. OCR will not issue incorporation approval until payment is confirmed.
After verification, the OCR issues a Certificate of Incorporation.
This confirms that the company legally exists under Nepali law.
Under normal conditions:
Name approval: 1 to 3 working days
Document review and clarification: 2 to 5 working days
Certificate issuance: 1 working day
In practice, foreign-owned companies usually complete incorporation within 7 to 14 working days, assuming documents are accurate.
Nepal does not impose a high minimum capital requirement, but foreign investment thresholds apply.
Key points:
Minimum foreign investment is NPR 20 million (sector-specific exceptions exist)
100 percent foreign ownership allowed in most sectors
Certain industries remain restricted or partially restricted
Capital must be injected after incorporation, following central bank procedures.
| Factor | Nepal | India | Bangladesh |
|---|---|---|---|
| 100% foreign ownership | Yes (most sectors) | Restricted in some sectors | Limited |
| Online registration | Yes | Yes | Partial |
| Minimum capital | Moderate | No fixed minimum | Sector-based |
| Labor costs | Low | Medium | Low |
| Regulatory complexity | Moderate | High | High |
This balance makes Nepal attractive for operational entities and offshore teams.
Registering the company is only the beginning.
After incorporation, companies must complete several mandatory registrations.
Permanent Account Number (PAN) with Inland Revenue
Value Added Tax (if applicable)
Industry registration, depending on sector
Companies hiring staff must comply with:
Labor Act provisions
Social Security Fund registration
Withholding tax obligations
Failure to complete post-registration steps can lead to penalties.
Avoid these frequent issues:
Choosing restricted business activities
Submitting mismatched passport and name details
Underestimating capital compliance timelines
Ignoring post-incorporation registrations
Using residential addresses without approval
Professional guidance significantly reduces risk.
While the OCR portal is digital, interpretation of law is not automated.
Foreign companies benefit from advisors who:
Align structure with FITTA and tax rules
Coordinate notarization and apostille requirements
Manage approvals with OCR and investment authorities
Support payroll, visas, and ongoing compliance
This reduces delays and regulatory exposure.
To summarise how to register a company in Nepal:
Nepal allows full foreign ownership in most sectors
Registration is done online through the OCR portal
Private Limited Companies are the preferred structure
Timelines are reasonable with correct documentation
Post-registration compliance is critical
With the right preparation, Nepal can be an efficient and strategic expansion destination.
If you are planning to register a company in Nepal and want clarity on structure, capital, and compliance, speak with a local expert before applying.
👉 Request a free consultation to assess your Nepal market entry strategy and incorporation plan.
Yes. Foreigners can own 100 percent of shares in most sectors, subject to FITTA and sector-specific restrictions.
Typically 7 to 14 working days, assuming documents are accurate and complete.
No. Foreign shareholders can complete registration remotely with notarized documents.
Generally NPR 20 million, though some sectors have different thresholds.
No. Tax registration, industry approvals, and labor compliance are required after incorporation.