How to register a company in Nepal is one of the most common questions foreign companies ask when exploring South Asia. Nepal offers low operating costs, a young English-speaking workforce, and preferential access to India and China. Yet the registration process can feel opaque if you are unfamiliar with local laws, foreign investment approvals, and post-incorporation compliance.
This 2026 guide breaks the process into clear, practical steps. It reflects current legislation, regulator practices, and real-world timelines. By the end, you will know exactly how to register a company in Nepal as a foreign business, what it costs, and how to avoid costly mistakes.
Nepal has quietly become a strategic destination for regional operations, outsourcing hubs, and long-term market entry.
Key drivers include:
Competitive labour and office costs
Liberal foreign investment policy under FITTA 2019
Access to a growing consumer market of 30 million people
Young, tech-savvy workforce
Government incentives for priority sectors
Foreign-owned companies are now common in IT services, BPO, consulting, manufacturing, energy, and tourism.
Before learning how to register a company in Nepal, it is important to understand the laws that regulate the process.
The main statutes include:
Companies Act, 2006
Foreign Investment and Technology Transfer Act (FITTA), 2019
Industrial Enterprises Act, 2020
Income Tax Act, 2002
Labour Act, 2017
Social Security Act, 2018
Company registration itself is administered by the Office of the Company Registrar (OCR).
Foreign investment approvals are handled by:
Department of Industry (DOI)
Nepal Rastra Bank (NRB) for capital repatriation
Foreign companies typically choose one of the following structures.
This is the most common structure.
Features:
Can be 100% foreign-owned in permitted sectors
Separate legal entity
Limited liability
Suitable for operations, hiring staff, and revenue generation
A branch is an extension of the foreign parent.
Key points:
No separate legal personality
Suitable for short-term or project-based work
Requires ongoing parent company guarantees
A liaison office is for non-commercial activities only.
Limitations:
Cannot generate revenue
Used for market research or coordination
Strict reporting obligations
For most investors, a private limited company with FDI approval is the preferred route.
Below is the practical, end-to-end process foreign companies follow in 2026.
Not all sectors are open to foreign ownership.
Restricted or prohibited sectors include:
Small retail trading
Certain personal services
Some traditional cottage industries
Most professional services, IT, manufacturing, and export-oriented businesses are permitted.
This check should always be done first.
You must reserve a unique company name through the OCR portal.
Name guidelines:
Must not conflict with existing entities
Must reflect the business objective
Cannot be misleading or offensive
Name approval usually takes 1–3 working days.
To understand how to register a company in Nepal, documentation is critical.
Typical documents include:
Memorandum of Association (MOA)
Articles of Association (AOA)
Passport copies of foreign shareholders
Certificate of incorporation of parent company
Board resolution approving Nepal investment
Power of attorney in favour of local representative
All foreign documents must be notarised and, in many cases, apostilled or embassy-attested.
Once documents are ready, the application is submitted to the Office of the Company Registrar.
OCR reviews:
Shareholding structure
Capital declaration
Business objectives
If compliant, the company receives a Certificate of Incorporation.
This step usually takes 5–7 working days.
Foreign-owned companies must secure FDI approval under FITTA 2019.
The approval authority depends on investment size:
Up to NPR 6 billion: Department of Industry
Above NPR 6 billion: Investment Board Nepal
The approval letter is mandatory before capital injection.
After approval:
A local bank account is opened
Foreign capital is remitted through formal banking channels
Nepal Rastra Bank records the inward remittance
This step is essential for future profit repatriation.
Every company must register with the Inland Revenue Department.
Registrations include:
Permanent Account Number (PAN)
VAT registration if applicable
PAN is mandatory even if the company is not yet operational.
Companies must register with the local ward office.
This establishes:
Physical business presence
Local compliance jurisdiction
Lease agreements are typically required at this stage.
If you plan to hire staff, registration is required with:
Labour Office
Social Security Fund (SSF)
Employer and employee contributions are mandatory under Nepalese law.
Certain industries require additional licences, such as:
IT and telecom
Manufacturing
Tourism and hospitality
Energy and infrastructure
These licences are obtained after incorporation.
Below is a realistic timeline foreign companies should expect.
| Stage | Estimated Time |
|---|---|
| Name reservation | 1–3 days |
| OCR incorporation | 5–7 days |
| FDI approval | 2–4 weeks |
| Bank & capital injection | 1–2 weeks |
| Tax and local registration | 3–5 days |
Typical total timeline: 4–6 weeks
Costs vary by capital size and structure.
Typical cost components include:
Government registration fees
FDI approval fees
Legal and professional fees
Translation and notarisation costs
For budgeting purposes, most foreign companies should expect a total setup cost ranging from USD 2,500 to USD 6,000.
Understanding how to register a company in Nepal also means knowing what to avoid.
Common errors include:
Choosing the wrong entity type
Under-declaring business objectives
Missing FDI approval before capital injection
Ignoring post-incorporation compliance
Using generic templates not aligned with Nepal law
These mistakes often lead to delays or regulatory penalties.
Registration is only the beginning.
Ongoing compliance includes:
Annual returns to OCR
Tax filings and audits
SSF contributions
Labour law compliance
Renewal of licences
Non-compliance can result in fines or suspension.
| Aspect | DIY Registration | Professional Support |
|---|---|---|
| Time | Longer | Faster |
| Compliance risk | High | Low |
| Regulatory clarity | Limited | High |
| Cost certainty | Unclear | Predictable |
| Long-term support | None | Ongoing |
For foreign companies, professional support significantly reduces risk.
Nepal’s company law is document-driven and regulator-centric.
Professional advisors help with:
Structuring FDI correctly
Drafting compliant MOA and AOA
Liaising with regulators
Ensuring repatriation rights
Setting up payroll and HR compliance
This is especially important for first-time investors.
Yes. Foreigners can own 100% equity in permitted sectors under FITTA 2019, subject to approval.
The minimum foreign investment threshold is NPR 20 million, unless exempted for certain sectors.
Yes. Profits, dividends, and capital can be repatriated through Nepal Rastra Bank channels.
No. A local director is not mandatory, but a local representative is required.
Yes. A registered office address in Nepal is mandatory.
Understanding how to register a company in Nepal is essential for foreign businesses planning a compliant and scalable entry. While the process is structured, it involves multiple regulators, approvals, and legal steps. Done correctly, Nepal offers a stable and cost-effective base for regional growth.
If you are considering registration, early professional guidance can save months of delay and future compliance risk.
If you want a clear, regulator-approved pathway to register your company in Nepal, speak with our incorporation and FDI specialists today. We handle everything from approvals to post-setup compliance so you can focus on growth.
Companies Act, 2006
Foreign Investment and Technology Transfer Act, 2019
Industrial Enterprises Act, 2020
Inland Revenue Department Guidelines
Office of the Company Registrar, Nepal