How to Register a Construction/IT/Trading Company in Nepal

If you are a foreign investor asking how to register a company in Nepal, you are in the right place. Nepal has become a strategic base for construction, IT, and trading companies seeking cost-efficient talent, regional market access, and government-backed foreign investment protection. This guide explains how to register a company in Nepal step by step, with industry-specific rules, realistic timelines, and compliance insights—written for foreign founders, CFOs, and expansion teams.

We cut through legal jargon and show you exactly what works in Nepal today.

Why Foreign Companies Choose Nepal

Nepal is no longer just a low-cost destination. It is a regulated, treaty-backed investment jurisdiction.

Key advantages

• Competitive labour and operating costs

• 100 percent foreign ownership permitted in most sectors

• FITTA-based investment protection and repatriation rights

• Growing IT outsourcing and infrastructure demand

• Strategic access to India and China

For construction, IT, and trading companies, Nepal offers sector-specific incentives and a clear legal framework.

Legal Framework You Must Know (EEAT)

When learning how to register a company in Nepal, foreign companies operate under these core laws:

• 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

Registrations are processed through the Office of the Company Registrar (OCR), with approvals from the Department of Industry (DOI) for FDI cases.

Company Types Available to Foreign Investors

Choosing the right structure is the first strategic decision.

Private Limited Company (Most Popular)

• Up to 100 percent foreign ownership

• Separate legal entity

• Suitable for IT, construction, and trading

• Can hire staff and invoice locally

Branch Office

• Extension of the foreign parent

• Limited scope of activities

• Often used for donor-funded or EPC projects

Liaison Office

• Non-revenue generating

• Market research and coordination only

Best choice for most foreign companies: Private Limited Company with FDI approval.

How to Register a Company in Nepal: Step-by-Step Process

1. Name Reservation at OCR

Proposed names must be unique and compliant.

Tips:

• Avoid restricted or government-linked words

• Align name with your sector

Approval usually takes 1–2 working days.

2. Prepare Constitutional Documents

You will need:

• Memorandum of Association (MoA)

• Articles of Association (AoA)

• Shareholder and director details

• Passport copies and resolutions

Foreign documents must be notarised and apostilled.

3. Foreign Investment Approval (FDI)

Foreign shareholders must obtain approval under FITTA.

Required submissions:

• Project report or business plan

• Shareholding structure

• Capital commitment

• Technology transfer details (if any)

FDI approval timeline: 7–15 working days.

4. Company Registration Certificate

Once approved:

• OCR issues the company registration certificate

• Company becomes a legal entity

This is the formal completion of how to register a company in Nepal.

5. PAN and VAT Registration

• Permanent Account Number (PAN): Mandatory

• VAT: Required if turnover exceeds NPR 5 million

6. Bank Account and Capital Injection

Foreign capital must be remitted:

• Through approved banking channels

• In foreign currency

• Reported to Nepal Rastra Bank

7. Labour and Social Security Registration

• Employment contracts

• Social Security Fund (SSF) enrollment

• Labour office registration

Industry-Specific Requirements

Construction Company Registration in Nepal

Construction companies face additional compliance.

Extra requirements

• Company classification (A, B, C, or D class)

• Technical manpower licenses

• Equipment ownership or lease proof

• Sectoral approval from relevant authorities

Construction is regulated more strictly due to safety and infrastructure risks.

IT Company Registration in Nepal

IT companies enjoy simplified compliance.

Advantages

• No minimum local employment quota

• Export-oriented incentives

• Easier foreign currency repatriation

Common activities include:

• Software development

• SaaS platforms

• IT outsourcing

• Data services

Trading Company Registration in Nepal

Trading companies must handle customs and imports.

Key requirements

• Product-specific licenses

• Customs registration

• VAT mandatory in most cases

Trading companies are ideal for import-export between Nepal, India, and China.

Cost to Register a Company in Nepal (Foreigners)

Typical total: USD 1,500–3,000 depending on complexity.

Timeline: How Long It Takes

Most foreign companies complete registration in 3–5 weeks.

Breakdown:

1. Name approval: 1–2 days

2. Document preparation: 5–7 days

3. FDI approval: 7–15 days

4. OCR registration: 2–3 days

5. Tax and labour setup: 5–7 days

Common Mistakes Foreign Companies Make

Avoid these costly errors:

• Submitting generic business plans

• Under-declaring capital commitments

• Choosing the wrong entity structure

• Ignoring labour and SSF compliance

• Assuming Nepal is “informal”

Nepal’s regulators are process-driven and documentation-focused.

Registering Without a Local Partner: Is It Possible?

Yes. Foreigners can:

• Own 100 percent shares

• Appoint foreign directors

• Repatriate profits legally

However, you still need:

• Local legal representation

• Local accounting compliance

• Ongoing regulatory reporting

Why Professional Support Matters

While it is possible to understand how to register a company in Nepal online, execution is where most delays happen.

Professional advisors help with:

• OCR and DOI coordination

• FDI structuring

• Tax optimisation

• Labour and payroll compliance

• Bank and NRB reporting

This reduces risk and accelerates go-live timelines.

Conclusion: How to Register a Company in Nepal Successfully

Understanding how to register a company in Nepal is not just about paperwork. It is about choosing the right structure, aligning with sector rules, and staying compliant long-term. Construction, IT, and trading companies each face unique requirements, but Nepal remains one of South Asia’s most accessible FDI destinations when done correctly.

If you want a smooth, compliant, and fast setup, expert guidance makes the difference.

Call to Action

Planning to expand into Nepal?
Speak with our cross-border specialists for a free company registration assessment, FDI roadmap, and compliance checklist—tailored to your industry.

FAQs: How to Register a Company in Nepal

1. Can a foreigner fully own a company in Nepal?

Yes. Most sectors allow 100 percent foreign ownership under FITTA, including IT, construction, and trading.

2. What is the minimum capital requirement?

There is no fixed minimum, but DOI expects realistic capital aligned with your business plan.

3. Is a local director mandatory?

No. Foreign directors are permitted, but local compliance representation is required.

4. Can profits be repatriated?

Yes. Profits, dividends, and capital can be repatriated through approved banking channels.

5. How long does registration take?

Typically 3–5 weeks, depending on FDI approval speed and documentation quality.