Online Private Limited Company Registration in Nepal (OCR Portal Guide)

If you’re a foreign company exploring expansion in Nepal, one crucial step is private limited company registration in Nepal. We understand how overwhelming it can be, multiple authorities, unfamiliar laws, unclear procedures, and the constant fear of getting stuck in paperwork. Many foreign investors waste weeks correcting small errors or chasing unclear instructions. That’s why we’ve built this guide to simplify everything.

This article walks you through every stage of online company registration in Nepal, from understanding what to prepare to completing the OCR portal process, to ensuring your new entity is fully compliant and ready to operate.

Why Foreign Companies Choose Private Limited Company Registration in Nepal

When foreign companies expand into Nepal, registering a private limited company offers the most control, credibility, and flexibility. Here’s why:

• Separate legal personality: Your Nepal entity is distinct from your parent company.

• Full operational rights: You can trade, hire staff, and sign contracts locally.

• Enhanced credibility: Local clients, banks, and regulators trust a registered company.

• Profit repatriation: You can legally transfer profits abroad, subject to foreign investment laws.

Under the Companies Act 2063 (2006), private limited companies are governed by specific provisions ensuring legal protection and corporate accountability. Over 300,000 private companies have already registered in Nepal, showing strong investor confidence in this structure.

OCR Portal: Your Gateway to Company Registration

Nepal’s Office of the Company Registrar (OCR) has digitized much of its process. The OCR portal now enables partial online registration, verification, and document submission. This saves weeks of manual paperwork if done correctly.

Below is a complete walkthrough.

Step 1: Foreign Investment Approval (if applicable)

If you’re investing foreign capital or are 100% foreign-owned, you’ll need prior approval from one or more of the following:

• Department of Industry (DOI) or Investment Board Nepal (IBN) — to approve your FDI proposal

• Nepal Rastra Bank (NRB) — for foreign currency approval and capital inflow recording

• Relevant sectoral ministries or regulators — for industries like banking, IT, or telecom

Without these approvals, OCR will not issue the company registration certificate.

Step 2: Name Reservation via OCR Portal

• Log in to the OCR online system.

• Search to confirm your proposed name isn’t already taken.

• Submit up to three options.

• OCR typically responds within 2–3 working days with approval or feedback.

Names should be distinctive, meaningful, and culturally appropriate.

Step 3: Prepare Required Legal Documents

Foreign investors must ensure all documents are properly legalized and translated before submission.

Step 4: File Application via OCR Portal

Once your documents are ready:

1. Upload digital copies through the OCR portal.

2. Complete the electronic form, ensuring data consistency with submitted documents.

3. Wait for OCR to verify and respond, they may request clarifications or edits.

4. Upon approval, OCR issues your Certificate of Incorporation electronically.

Processing time ranges from 7 to 10 business days for local firms, and 3–4 weeks for FDI entities, depending on how quickly foreign investment approvals are cleared.

Step 5: Post-Registration Compliance

After incorporation, several steps remain before your company becomes fully operational:

• Tax registration: Obtain PAN and VAT certificates from the Inland Revenue Department (IRD).

• Local registration: Register your business with the relevant municipal office.

• Bank account setup: Open a local account under the company name.

• Investment recording: For FDI cases, record the capital injection with NRB.

• Obtain industry-specific licenses: As required for your sector.

• File annual returns: Ensure yearly compliance with audit and tax filing requirements.

Branch / Liaison Office vs Private Limited Entity — Which One to Choose?

Most foreign investors prefer the private limited company model for long-term scalability, compliance clarity, and full operational freedom.

Common Pitfalls & Expert Tips

1. Incomplete translations: Ensure all legal documents have certified Nepali translations.

2. Delayed approvals: Apply for DOI and NRB clearance in parallel.

3. Improper shareholding structure: Define shareholders, capital, and authorized representatives before filing.

4. Sector restrictions: Check Nepal’s “negative list” to confirm your business is eligible for FDI.

5. No local contact point: Designate a local authorized representative to handle OCR and tax communication.

6. Neglecting renewals: Companies must file annual returns and maintain updated records with OCR.

SEO & Digital Presence: A Hidden Advantage

Your legal registration and your digital presence go hand in hand. Once your company is registered, you can secure a .np domain and build a professional Nepal-specific website.

Consider:

• Reserving your domain name early

• Creating bilingual content (English and Nepali)

• Aligning your website with compliance and marketing goals

This step helps position your brand for instant credibility in the Nepalese market.

Pre-Launch Checklist (10-Step Summary)

1. Verify if your sector allows foreign investment

2. Obtain board resolution and parent documents

3. Get DOI / IBN / NRB approvals

4. Reserve the company name in the OCR portal

5. Draft and translate the MoA and AoA

6. Appoint a local authorized representative

7. Upload all documents via OCR

8. Respond to OCR clarifications promptly

9. Register with IRD for PAN/VAT

10. Record FDI inflow and open a corporate bank account

Use this list to monitor progress and ensure compliance at every stage.

FAQ — People Also Ask

Q1: How much does it cost to register a private limited company in Nepal?
Government fees depend on your authorized capital. For smaller companies (up to NPR 100,000), registration fees are around NPR 1,000, and scale up with higher capital brackets.

Q2: How long does registration take via OCR?
Usually, 7–10 working days for domestic companies and 3–4 weeks for foreign-owned entities requiring FDI approval.

Q3: Can foreign investors own 100% of a Nepali company?
Yes, full ownership is permitted in most sectors except those on the government’s restricted list.

Q4: Do I need a local director?
Not mandatory in every case, but having a Nepal-resident director or representative simplifies administrative communication.

Q5: What happens if I operate in Nepal without registration?
Operating without proper registration may result in fines, retroactive registration, or suspension under the Companies Act.

Setting up in a new country can feel like navigating a maze. At DCV (Digital Consulting Ventures), we’ve helped numerous foreign companies successfully establish their presence in Nepal through complete end-to-end support.

We manage everything, from OCR filing and DOI/NRB approvals to tax registration and ongoing compliance, so you can focus on your core business.

Whether you’re planning to register your first local entity or expand an existing group, our team ensures transparency, speed, and 100% compliance.

Ready to launch your Nepal entity?
Book a free consultation with DCV today, and take the first confident step toward your successful expansion into Nepal.