Understanding the documents required for company registration Nepal is the first and most critical step for foreign companies planning to enter the Nepali market. Nepal welcomes foreign investment, but registration with the Office of Company Registrar (OCR) is document-intensive and compliance-driven. Missing or incorrectly prepared papers often cause delays.
This guide gives you the most authoritative, practical, and up-to-date explanation of legal documents required by OCR Nepal for company registration, written specifically for foreign founders, directors, and corporate advisors.
The Office of Company Registrar is the statutory authority responsible for company incorporation and corporate records in Nepal.
OCR does not assess business viability. It assesses legal completeness. Every document submitted must strictly align with the Companies Act 2006.
Even a minor mismatch in names, dates, or shareholding percentages can lead to rejection.
Before preparing documents, foreign companies must select the correct entity structure.
Private Limited Company with Foreign Direct Investment (FDI)
Branch Office of a Foreign Company
Liaison Office
Joint Venture with a Nepali Partner
Each structure has different documentation thresholds, but all must pass through OCR.
These are mandatory for all companies, including foreign-owned entities.
Prescribed OCR online application form
Signed by all proposed shareholders or authorized signatory
The MOA must clearly state:
Company name
Registered office address in Nepal
Business objectives
Authorized capital
Shareholding structure
OCR closely reviews business objectives for legality.
The AOA governs internal management, including:
Director powers
Share transfer rules
Voting rights
Dividend policy
Foreign companies should align AOA clauses with international governance standards.
OCR Nepal requires individual-level transparency, even when shareholders are foreign companies.
Passport copy
Passport-size photographs
Permanent address proof
Personal details form
Certificate of Incorporation (apostilled or notarized)
Board resolution approving investment in Nepal
Charter documents of parent company
All foreign documents must be notarized and, where applicable, apostilled.
Foreign investors must obtain FDI approval before or parallel to OCR registration.
This involves:
Investment proposal
Shareholding breakup
Capital commitment declaration
FDI approval is issued by the Department of Industry or Investment Board Nepal, depending on project size.
Foreign promoters usually appoint a local representative.
OCR requires:
Signed Power of Attorney
Authorization scope clearly defined
Notarization and legalization
POA allows local filing, signature, and follow-up with OCR.
Every company must have a legal address in Nepal.
Accepted proofs include:
Lease agreement
Ownership certificate
Consent letter from property owner
OCR verifies the address against municipal records.
OCR online application form
Memorandum of Association
Articles of Association
Shareholder identity documents
Director identity documents
Corporate shareholder certificates (if applicable)
FDI approval letter
Power of Attorney
Registered office proof
Declaration of compliance
This checklist applies to most foreign-owned private limited companies.
| Entry Model | OCR Documents Complexity | Additional Approvals |
|---|---|---|
| FDI Private Limited Company | High | DOI, NRB |
| Branch Office | Medium | Home regulator |
| Liaison Office | Low | Activity restrictions |
| Joint Venture | High | Partner agreements |
This comparison helps foreign companies select the right entry route early.
Foreign companies often face delays due to avoidable errors.
Business objectives too broad
Share capital mismatch
Improper notarization
Inconsistent shareholder names
Missing FDI approval
Avoiding these mistakes saves weeks of processing time.
If documents are accurate:
OCR registration: 3–5 working days
FDI approval: 2–4 weeks
PAN and bank setup: 1 week
Delays usually result from document corrections.
After OCR approval, companies must immediately process:
PAN registration
Bank account opening
Share certificates
Statutory registers
OCR registration is only the beginning.
OCR requirements are governed by:
Companies Act 2006
Foreign Investment and Technology Transfer Act (FITTA) 2019
Nepal Rastra Bank foreign exchange directives
These laws prioritize transparency, investor protection, and capital traceability.
Professional support ensures:
Correct drafting of MOA and AOA
Alignment with FDI regulations
Faster OCR approvals
Reduced compliance risk
Expert guidance significantly lowers entry friction.
If you are planning to register a company in Nepal, get your documents reviewed before submission.
Our legal and compliance specialists support foreign companies end-to-end, from OCR registration to FDI structuring and post-incorporation compliance.
👉 Book a free consultation to validate your documents and registration strategy.
Preparing the documents required for company registration Nepal is not just a formality. It is a legal exercise that determines how smoothly your business enters the Nepali market. With the right structure, accurate documentation, and expert guidance, foreign companies can register confidently and compliantly with OCR Nepal.
Foreigners need MOA, AOA, passports, FDI approval, Power of Attorney, and notarized corporate documents.
Yes. OCR requires proof of FDI approval for foreign-owned companies.
Yes. Most foreign documents must be notarized and apostilled.
OCR registration takes 3–5 working days after complete submission.
Yes. With a valid Power of Attorney, registration can be completed remotely.