Nepal is fast emerging as a hub for foreign investment in South Asia. Whether you're an IT firm, an energy company, or a consultancy, the country offers a promising gateway to two major markets: India and China. Moreover, the government has taken substantial steps to simplify foreign company registration, encouraging international entities to explore business opportunities within its borders.
However, navigating a foreign bureaucracy can be daunting. If you're planning to incorporate in Nepal, understanding the company registration process from start to finish is essential.
In this comprehensive guide, we walk you through the full company registration lifecycle—from name reservation to tax registration (PAN/VAT)—with a specific focus on foreign company registration in Nepal. You'll also learn how Digital Consulting Ventures (DCV) can help you register your company remotely and compliantly.
Can Foreigners Register a Company in Nepal?
Types of Companies Foreigners Can Register
Benefits of Incorporating in Nepal
Overview of the Registration Process
Step 1: Name Reservation with the Office of the Company Registrar (OCR)
Step 2: Drafting and Preparing Legal Documents
Step 3: Company Registration Application at OCR
Step 4: Foreign Investment Approval (FITTA Process)
Step 5: PAN and VAT Registration with the Inland Revenue Department (IRD)
Step 6: Bank Account Opening and Capital Injection
Step 7: Obtaining Industry-Specific Licenses (If Applicable)
Timeline for Completion
Post-Registration Compliance and Operational Setup
Why Choose Digital Consulting Ventures?
FAQs
Sources
Yes. Nepal's legal framework, primarily governed by the Companies Act, 2006 and the Foreign Investment and Technology Transfer Act (FITTA), 2019, allows foreign nationals and companies to fully or partially own businesses in Nepal.
Foreign investors can:
Establish a Private Limited Company under FITTA
Open a Branch Office of their existing foreign company
Set up a Liaison Office for market research and representation
Ownership can be up to 100% foreign in most sectors, provided regulatory conditions and investment thresholds are met.
Type of Entity | 100% Foreign Ownership | Revenue-Generating | Regulatory Approval Required |
---|---|---|---|
Private Limited | Yes | Yes | Yes (via DOI & OCR) |
Branch Office | Yes | Yes | Yes |
Liaison Office | Yes | No | Yes |
Most foreign companies opt for the Private Limited model under FITTA to operate as independent legal entities.
Access to South Asia: Proximity to India and China opens large export markets.
Affordable Talent: Skilled workforce at competitive salary benchmarks.
Double Taxation Avoidance: Agreements in place with countries like India, China, and the UK.
IT Outsourcing Hub: Growing ecosystem for software and IT-enabled services.
Sector Liberalization: Many sectors fully open to FDI with 100% foreign ownership.
Government Support: FITTA 2019 aims to streamline investment procedures.
The process typically includes:
Name reservation
Drafting and notarizing legal documents
Submitting the registration application to OCR
Applying for foreign investment approval via DOI (if applicable)
Obtaining PAN/VAT from the tax authority (IRD)
Opening a bank account and injecting the capital
Registering with the Social Security Fund (if hiring)
Acquiring additional industry-specific licenses, if required
Each of these stages has its own documentation, procedures, and processing times.
The first step is to check and reserve your company name through the OCR's online portal. Names must:
Be unique and not already registered
Reflect the nature of the business
Not violate trademarks or local sensitivities
Documents Needed:
Online application form
Passport copy of applicant (foreigner or authorized rep)
Timeline: 1–2 working days
DCV assists with name checks, translation into Nepali, and application filing.
This step is crucial for ensuring your company meets Nepalese regulatory and investment standards.
Core Documents Include:
Memorandum of Association (MoA)
Articles of Association (AoA)
Board Resolution (from parent company or shareholders)
Power of Attorney (POA) authorizing a local rep
Project Proposal (for FITTA)
Lease Agreement or proof of local address
Passport copies of directors/shareholders
All documents must be:
Notarized in the country of origin
Translated into Nepali by a licensed translator
Submitted both in hard and soft copy
After name approval and document preparation, your registration application is submitted to OCR. If approved, you receive:
Company Registration Certificate
Registration Number
Digitally signed MoA and AoA
Fee Structure: Fees range based on authorized capital:
Up to NPR 10 million: NPR 15,000
NPR 10–100 million: NPR 40,000
Higher tiers based on progressive slabs
Timeline: 7–10 working days
For 100% foreign-owned companies, FITTA approval is mandatory. This is done via the Department of Industry (DOI).
Requirements:
Minimum capital: NPR 20 million (~USD 150,000)
Board resolution for investment
Proposed business plan
Foreign investor KYC and passport copies
Capital transfer plan
Additional Documents:
Draft employment plan
Technology transfer clause (if applicable)
Sector-specific approvals (e.g., hydropower, telecom)
Timeline: 20–40 working days
Upon OCR approval, companies must obtain a Permanent Account Number (PAN) from the Inland Revenue Department.
Process:
Application submission
Tax office verification visit
PAN certificate issuance
VAT is required if:
Expected turnover exceeds NPR 2 million
Operating in VAT-applicable sectors (retail, consulting, etc.)
Documents Required:
Lease agreement
Citizenship copy of the landlord
Office photos with nameplate
Company certificate
Timeline: 2–5 working days
To activate the company, you must open a bank account in Nepal and inject the committed capital.
Requirements:
Company registration documents
PAN certificate
FITTA approval letter
Passport and POA of authorized signatory
Steps:
Open a temporary bank account
Transfer investment via SWIFT code from foreign bank
Get proof of capital injection for DOI endorsement
Some sectors require additional licenses before starting operations. Examples include:
Telecom: Approval from the Nepal Telecommunications Authority
Hydropower: Ministry of Energy clearance
Education/Training: Ministry of Education certification
Travel/Tourism: Nepal Tourism Board registration
DCV coordinates with relevant ministries to expedite these processes.
Stage | Estimated Time |
Name Reservation | 1–2 days |
Document Preparation | 5–10 days |
OCR Registration | 7–10 days |
FITTA Approval | 20–40 days |
PAN/VAT & Bank Setup | 3–5 days |
Licenses (if needed) | Varies by sector |
Total Estimated Time: 4–8 weeks for most industries; longer if special licenses are required.
After successful registration, foreign companies must:
File annual financial reports to OCR
Submit monthly VAT returns and annual tax returns
Register with Social Security Fund (SSF) if hiring staff
Maintain board minutes and statutory books
Renew industry-specific licenses
DCV provides:
Bookkeeping and accounting
Payroll processing
Tax compliance
HR advisory and recruitment services
Digital Consulting Ventures (DCV) is Nepal's leading consulting firm for foreign company setup. We offer:
End-to-end registration services
Local address and virtual office options
Local nominee directors and representatives
Full FITTA approval management
Document notarization and courier handling
PAN/VAT, SSF, labor and tax registrations
HR, recruitment, and visa assistance
Our team consists of bilingual legal experts, chartered accountants, and regulatory advisors. We make incorporation easy—even if you're based abroad.
Q1: Can I register a company in Nepal without being physically present?
Yes. With POA and local representation, all steps can be completed remotely.
Q2: Do I need a local partner to register a company?
No. 100% foreign ownership is permitted in most sectors.
Q3: What is the minimum investment for foreign companies?
NPR 20 million (~USD 150,000), as per FITTA.
Q4: Can I use a virtual office for company registration?
Yes. DCV provides compliant registered office services.
Q5: What happens if I don't comply with FITTA or tax rules?
Fines, business suspension, or rejection of fund repatriation. DCV ensures compliance.
Q6: Can DCV help with work permits for foreign staff?
Yes. We assist with visas, labor approvals, and employee onboarding.