If you are comparing a private vs public company in Nepal, documentation is where most foreign investors slow down. Nepal’s company law is clear, but it is document-heavy and process-driven.
For most foreign companies entering Nepal, a private limited company is the preferred structure. It is faster to register, easier to control, and better aligned with foreign direct investment rules.
This guide breaks down the documentation process for registering a private company in Nepal, while clearly contrasting it with public companies. You will understand what documents are required, why regulators ask for them, and how to avoid common mistakes that delay approvals.
Before preparing documents, you must choose the right company type. The choice affects capital, governance, compliance, and timelines.
Under the Companies Act 2006, a private company in Nepal:
Most foreign investors choose this structure for subsidiaries, back-office centers, IT services, consulting, and holding companies.
A public company in Nepal:
Public companies are usually formed for banks, hydropower, insurance, and large infrastructure projects.
In Nepal, registration is not only about money. It is about proof. Regulators want to verify ownership, intent, and compliance.
Foreign investors often underestimate this step. Missing or inconsistent documents can delay registration by weeks or months.
Foreign companies must align documentation with the following frameworks:
Company registration is administered by the Office of the Company Registrar.
You must reserve a unique company name before registration.
Required documents:
Name approval usually takes one to three working days if compliant.
These define how the company operates.
The MOA includes:
Foreign investors must ensure objectives align with approved investment sectors.
The AOA governs:
Well-drafted AOA protects foreign shareholder control.
Each shareholder and director must submit:
For corporate shareholders, additional documents are required.
If the shareholder is a foreign company, prepare:
All documents must be notarized and, in some cases, apostilled.
If foreign capital is involved, approval under FITTA is mandatory.
Documents include:
This step often runs parallel to company registration.
Authorities require clarity on capital.
Documents include:
Capital must be remitted through formal banking channels after registration.
You must file:
Accuracy matters. Errors here are a common cause of rejection.
Here is a simplified checklist foreign companies can follow.
| Area | Private Company | Public Company |
|---|---|---|
| Minimum shareholders | 1 | 7 |
| Public share issue | Not allowed | Allowed |
| Capital disclosure | Basic | Extensive |
| Prospectus | Not required | Mandatory |
| Compliance filings | Moderate | High |
| Ideal for foreign investors | Yes | Limited cases |
This comparison highlights why most foreign investors prefer private companies.
Foreign companies often face delays due to avoidable issues.
Fixing these early saves weeks.
For most market entry strategies, a private company offers:
Public companies make sense only for capital-intensive or regulated sectors.
Registration is not the end.
Post-registration documents include:
Ongoing documentation discipline is critical.
Foreign investors choose private companies because they align with Nepal’s regulatory reality.
This structure supports scalable growth.
When evaluating private vs public company in Nepal, documentation should drive your decision.
A private company requires fewer documents, moves faster through approvals, and gives foreign investors better control. Public companies demand heavier disclosure and are suitable only for specific sectors.
If your goal is efficient market entry, the private company structure is usually the smartest choice.
Yes. A private company is simpler to register, easier to manage, and better suited for foreign ownership.
With complete documents, registration usually takes one to two weeks.
Yes. Foreign nationals can be directors, subject to proper documentation.
There is no fixed minimum, but sector-specific rules may apply.
Yes. Conversion is allowed with regulatory approvals and additional documentation.