Understanding the documents required for company registration Nepal is the single most important step for foreign companies planning market entry. Missing or incorrectly prepared documents are the top reason registrations stall. In this guide, you will find a complete, practical, and regulator-aligned explanation of every mandatory document, why it matters, and how foreign investors can prepare them correctly the first time.
This article is written for overseas founders, CFOs, legal teams, and expansion managers who want clarity, compliance, and speed.
Nepal welcomes foreign investment, but company incorporation is strictly document-driven. Authorities verify ownership, intent, capital source, and compliance before approving registration.
Key regulators involved include:
Office of the Company Registrar
Department of Industry
Nepal Rastra Bank
Inland Revenue Department
A single inconsistency across documents can pause the entire process.
Before preparing documents, foreign companies must choose the correct legal structure.
Private Limited Company
Branch Office
Liaison Office
Joint Venture with a Nepali partner
Each structure has overlapping but distinct documentation requirements.
This section provides the authoritative checklist used in practice.
Foreign investors must prove legal existence and authority.
Mandatory documents include:
Certificate of Incorporation (parent company)
Memorandum and Articles of Association
Company Profile or Business Registration Extract
Board Resolution approving Nepal investment
Shareholder Resolution (if applicable)
All documents must be notarised and apostilled or consularised.
Nepal requires full transparency of ownership.
Passport copies of all shareholders
Passport copies of all directors
Passport-size photographs
Residential address proof (sometimes requested)
Practical tip: Passport names must match corporate records exactly.
These define the new Nepali entity.
Proposed company name (3 alternatives recommended)
Memorandum of Association (MoA)
Articles of Association (AoA)
Registered office address in Nepal
Shareholding structure
The MoA and AoA must comply with the Companies Act 2006.
Foreign ownership requires FDI approval before registration is finalised.
Project Report or Business Plan
Joint Venture Agreement (if applicable)
Technology Transfer Agreement (if applicable)
Investment amount declaration
These are reviewed by the Department of Industry.
Capital inflow must be traceable and compliant.
Bank recommendation letter
Source of funds declaration
Commitment letter for capital injection
Funds must enter Nepal through an approved banking channel.
Foreign directors usually grant authority to a local representative.
PoA authorising incorporation activities
Notarised and apostilled
Clearly defined scope
Parent company incorporation certificate
Parent company MoA and AoA
Board resolution approving Nepal investment
Passports of shareholders and directors
Proposed Nepali company MoA and AoA
FDI project report
Bank recommendation and capital commitment
Power of Attorney
Office address agreement in Nepal
This checklist aligns with real approval workflows.
| Area | Local Company | Foreign-Owned Company |
|---|---|---|
| Parent documents | Not required | Mandatory |
| FDI approval | Not required | Mandatory |
| Capital inflow proof | Optional | Mandatory |
| Apostilled documents | No | Yes |
| Registration timeline | Faster | Longer |
This table explains why foreign registrations need more preparation.
Avoid these issues to save weeks.
Apostille missing or invalid
Board resolution wording too generic
Business scope too broad or restricted
Capital figures inconsistent across documents
Name mismatch between passports and resolutions
Document review typically follows this timeline:
OCR review: 3–5 working days
FDI approval: 7–15 working days
Tax and bank registrations: 5–7 working days
Delays usually stem from document corrections.
Registration is only the beginning.
Post-incorporation documents include:
PAN and VAT registration
Share certificates
Company seal
Statutory registers
Bank account opening forms
Foreign companies must align with:
Companies Act 2006
Foreign Investment and Technology Transfer Act
Income Tax Act
Nepal Rastra Bank directives
Proper documentation ensures compliance across all these laws.
Foreign companies unfamiliar with Nepal often underestimate documentation detail.
Expert advisors help by:
Drafting regulator-accepted resolutions
Aligning FDI and OCR filings
Managing apostille standards
Coordinating bank and tax registrations
This reduces rejections and accelerates approvals.
If you want a zero-delay checklist and regulator-ready document templates, speak with our Nepal expansion specialists today. We guide foreign companies from document preparation to full operational launch.
Preparing the documents required for company registration Nepal is not just a formality. It is a compliance process that determines speed, approval success, and long-term operational stability. With the right documents, foreign companies can register smoothly and focus on growth instead of corrections.
Foreign companies must submit parent company documents, passports, board resolutions, FDI approvals, and notarised authorisations.
Yes. Foreign documents must be notarised and apostilled or consularised to be accepted.
With complete documents, foreign registrations usually take 3–5 weeks.
Yes. A Power of Attorney allows local representatives to complete registration.
Yes. Any foreign ownership requires formal FDI approval before registration.