---
title: "Cost to Incorporate a Company in Nepal: Full Breakdown of Fees"
description: Every government and hidden cost to incorporate a company in Nepal—OCR slabs, FDI deposits, branch or liaison fees, ward taxes, notary and translation—plus realistic first-year budgets.
---

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# [Cost to Incorporate a Company in Nepal: Full Breakdown of Fees](https://digitalconsultingventures.com/insights/incorporate-a-company-in-nepal-cost-fees-breakdown)

 Written by [Vijay Shrestha](https://digitalconsultingventures.com/insights/author/vijay-shrestha) | Sep 10, 2025 10:25:34 AM

Planning to **incorporate a company in Nepal**? Your budget should cover more than the Office of Company Registrar (OCR) fee. You will also deal with ward-level business taxes, documentation, translation, and, for foreign owners, FDI approvals. This guide provides a clear, current breakdown so your finance team can plan confidently. Amounts are in **Nepalese Rupees (NPR)** with a planning conversion of **1 USD ≈ NPR 141** for illustration. Reconfirm exchange rates on your transaction date.

## Executive summary: what you’ll pay (at a glance)

- **OCR registration fee:** Slab-based by authorized or proposed capital.
- **Branch or liaison option:** Separate OCR fee schedule for foreign company registrations.
- **FDI-specific costs:** **Refundable deposit** at the Department of Industry (DOI), plus central bank steps.
- **Post-incorporation costs:** PAN/VAT registrations (no government fee), municipal or ward business tax, and rent withholding if you lease space.
- **Documentation and professional services:** Notarization, translation, and any apostille or legalization done abroad.

## What drives your total cost

- **Entity type:** Private limited, public limited, branch office, or liaison office.
- **Authorized capital:** OCR charges by fee band. Higher capital means a higher slab.
- **FDI status:** Foreign ownership adds DOI and central bank steps and timelines.
- **Location:** Ward business taxes differ by municipality.
- **Documentation complexity:** Number of documents, translation needs, and any foreign legalization.

## Government fee basics: OCR registration slabs (companies)

The **Office of Company Registrar** sets registration fees by authorized capital. These slabs apply to companies incorporated in Nepal.

### Private Limited Company (OCR fee schedule)

| Authorized Capital (NPR) | OCR Fee (NPR) | Approx. USD |
| --- | --- | --- |
| 5,00,001 – 25,00,000 | 9,500 | ~67 |
| 25,00,001 – 1,00,00,000 | 16,000 | ~113 |
| 1,00,00,001 – 2,00,00,000 | 19,000 | ~135 |
| 2,00,00,001 – 3,00,00,000 | 22,000 | ~156 |
| 3,00,00,001 – 4,00,00,000 | 25,000 | ~177 |
| 4,00,00,001 – 5,00,00,000 | 28,000 | ~199 |
| 5,00,00,001 – 6,00,00,000 | 31,000 | ~220 |
| 6,00,00,001 – 7,00,00,000 | 34,000 | ~241 |
| 7,00,00,001 – 8,00,00,000 | 37,000 | ~262 |
| 8,00,00,001 – 9,00,00,000 | 40,000 | ~284 |
| 9,00,00,001 – 10,00,00,000 | 43,000 | ~305 |
| Above 10 crore | NPR 30 per 1,00,000 | – |

>  

### Public Limited Company (OCR fee schedule)

| Authorized Capital (NPR) | OCR Fee (NPR) | Approx. USD |
| --- | --- | --- |
| Up to 1,00,00,000 | 15,000 | ~106 |
| 1,00,00,001 – 10,00,00,000 | 40,000 | ~284 |
| 10,00,00,001 – 20,00,00,000 | 70,000 | ~496 |
| 20,00,00,001 – 30,00,00,000 | 1,00,000 | ~709 |
| 30,00,00,001 – 40,00,00,000 | 1,30,000 | ~922 |
| 40,00,00,001 – 50,00,00,000 | 1,60,000 | ~1,135 |
| Above 50 crore | NPR 3,000 per crore | – |

>  

## Foreign company options: Branch or liaison (contact) office

If you do not form a Nepali company, you may register a **branch** or a **liaison (contact) office** of a foreign company.

### OCR fees for branch office (by proposed investment)

- Up to NPR 1,00,00,000 → **NPR 15,000**
- 1–10 crore → **NPR 40,000**
- 10–20 crore → **NPR 70,000**
- 20–30 crore → **NPR 1,00,000**
- 30–40 crore → **NPR 1,30,000**
- 40–50 crore → **NPR 1,60,000**
- Above 50 crore → **NPR 3,000 per crore**
- Investment **not disclosed** → **NPR 1,00,000** (flat)

### OCR fee for liaison (contact) office

- **NPR 50,000** (flat)

**What these options mean for cost and operations**

- **Branch office:** Can generate revenue in Nepal. Subject to tax in Nepal. Requires careful transfer pricing and PE analysis.
- **Liaison office:** Cannot conduct commercial activity or earn revenue. Use for market research and coordination only.

## FDI-only costs and thresholds (for foreign-owned companies)

If your company will have **foreign shareholders**, add these items to your budget and timeline.

### Minimum foreign investment (FITTA 2019)

- **Minimum equity per project:** **NPR 20,000,000** (twenty million).
- Projects below this threshold generally do not get equity FDI approval.
- The threshold does not stop you from forming a Nepali-owned company; it applies to **foreign equity**.

### DOI refundable deposit

- **NPR 20,000 refundable deposit** at FDI approval issuance.
- Refundable after operations commence and conditions are met.
- No separate recurring DOI fee for standard projects.

### Which body approves your FDI?

- **Department of Industry (DOI):** Handles most FDI approvals under FITTA 2019.
- **Investment Board Nepal (IBN):** Handles large projects above defined thresholds, or strategic sectors.
- Check your project size and sector to see which route applies.

### Central bank compliance (NRB bylaws)

- **Foreign Investment and Foreign Loan Management Bylaw 2078 (2021)** governs inward remittances, share registration, loans, and repatriation.
- You will record remittances, obtain approval for foreign loans, and meet repatriation conditions.
- No government fee for standard recording steps, but your bank may charge SWIFT or handling fees.

## After-incorporation registrations and local taxes

- **PAN registration (Inland Revenue):** No government fee. This is a mandatory registration.
- **VAT registration:** No government fee. Required if you meet turnover thresholds or business needs.
- **Municipal or ward business tax:** Payable annually. The amount varies by local level. Budget **NPR 5,000–15,000+** depending on municipality and business scale.
- **House rent tax withholding:** If you rent an office, the tenant usually withholds **10%** of monthly rent as local house rent tax and remits it.

>  

## Documentation, translation, and professional services

These are common **market-rate** items (ranges vary by provider and urgency):

- **Notarization:** Roughly **NPR 500–1,000 per document** for standard certifications.
- **Certified translation (Nepali ⇄ English):** Roughly **NPR 300–800 per page** for straightforward text.
- **Foreign legalization or apostille:** Jurisdiction-dependent. Consular notarial services may charge per signature.
- **Courier costs:** Budget for international shipping if notarized documents originate abroad.
- **Advisory and filing support:** Depends on scope. Complex FDI structuring requires more hours and senior input.

## Cost to incorporate a company in Nepal: two example budgets

The tables below combine official fees and typical local costs. They exclude sector-specific licenses, payroll deposits, or lease deposits.

### Example A — Private Limited (Nepal-owned)

**Assumptions:** Authorized capital **NPR 10,000,000** (1 crore). Office in a major municipality. No VAT in year one.

| Component | Basis | NPR | USD (≈) |
| --- | --- | --- | --- |
| OCR registration fee | Pvt Ltd, 90–100 lakh band | 43,000 | ~305 |
| PAN registration | Government fee | 0 | 0 |
| VAT registration | Government fee | 0 | 0 |
| Ward business tax | Typical mid-range | 10,000 | ~71 |
| Notary + translation | 10 docs + 10 pages | 10,000–15,000 | ~71–106 |
| **Estimated one-time setup** |   | **63,000–68,000** | **~447–482** |

>  

### Example B — Private Limited with FDI

**Assumptions:** Same as Example A, but **foreign-owned**. Meets the **NPR 20 million** minimum equity.

| Component | Basis | NPR | USD (≈) |
| --- | --- | --- | --- |
| OCR registration fee | Pvt Ltd, 90–100 lakh band | 43,000 | ~305 |
| DOI refundable deposit | One-time at FDI approval | **20,000** | **~142** |
| NRB filings | Central bank recording | 0 | 0 |
| Ward business tax | Typical mid-range | 10,000 | ~71 |
| Notary + translation | Cross-border docs | 15,000–30,000 | ~106–213 |
| **Estimated one-time setup** |   | **88,000–1,03,000** | **~624–731** |

>  

## Branch vs liaison office: cost and capability comparison

| Item | Branch Office | Liaison (Contact) Office |
| --- | --- | --- |
| OCR fee | NPR 15,000 → 1,60,000+ by proposed investment; NPR 1,00,000 if undisclosed | **NPR 50,000 flat** |
| Can earn revenue? | **Yes**; income taxable in Nepal | **No**; strictly non-commercial |
| Tax registrations | PAN, and VAT if making taxable supplies | PAN; no VAT if no taxable supplies |
| Best for | Direct operations without forming a new company | Market research and coordination |

## How to incorporate a company in Nepal: cost-aware process (numbered list)

1. **Choose the structure.** Decide on private limited, public limited, branch, or liaison.
2. **Fix authorized capital.** Pick a slab that fits year-one needs. Avoid overcapitalizing on day one.
3. **Name check and drafting.** Reserve the name. Draft MOA and AOA with correct shareholding and objectives.
4. **File at OCR.** Upload documents, pay the **OCR fee**, and obtain the incorporation certificate.
5. **PAN registration.** Apply after incorporation. No government fee.
6. **VAT registration.** Register if required by turnover or business type.
7. **Municipal registrations.** Obtain ward or municipal business registration and pay the annual tax.
8. **Set up banking.** Open NPR accounts and any foreign currency accounts as allowed.
9. **FDI only:** Obtain DOI approval with the **NPR 20,000 refundable deposit**. Then complete **NRB recording** of the capital inflow.
10. **Ongoing compliance.** Maintain statutory registers, file annual returns, and renew municipal registrations.

## Cost-saving tips that do not risk compliance

- **Right-size your authorized capital.** You can increase it later when needed.
- **Batch documentation.** Notarize and translate in one go to reduce courier cycles.
- **Check ward rates before lease.** Ward business taxes and rent withholding rules vary by location.
- **Confirm bank fee schedules.** SWIFT and handling charges differ across banks.
- **Use standard templates.** Align MOA/AOA with the Companies Act to avoid refilings.

## Common mistakes that add cost

- **Underestimating FDI timelines.** Central bank and DOI steps add time and courier costs.
- **Overcapitalizing early.** Higher capital can push you into a higher OCR slab.
- **Missing ward registration.** Penalties and delays are more expensive than doing it right.
- **Skipping certified translation.** OCR may reject poor translations.
- **Liaison office doing business.** That breaches rules and triggers penalties.

## Documents you will typically prepare

- **For all companies:** Proposed name, MOA, AOA, promoter details, address proof, photographs, and signatures.
- **For FDI:** Foreign shareholder resolution, certificate of incorporation abroad, board resolution, ultimate beneficial ownership details, and bankability documents.
- **For branch/liaison:** Foreign parent incorporation certificate, board resolution, audited financials, and appointment of local representative.
- **Translations and notarizations** where documents are not in Nepali or English.

## Laws and guidance to reference in internal memos

- **Companies Act 2063 (2006):** Core company law for incorporation, filings, and corporate governance.
- **Foreign Investment and Technology Transfer Act (FITTA) 2019:** Governs foreign equity, forms of investment, and repatriation rights.
- **Foreign Investment and Foreign Loan Management Bylaw 2078 (2021):** Central bank rules for recording FDI and foreign loans.
- **OCR fee schedules and gazette notices:** Determine current registration fees and any fiscal-year adjustments.
- **Inland Revenue procedures:** PAN and VAT registrations and relevant compliance.
- **Municipal bylaws:** Ward business taxes and house rent tax rules.

 

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