If you are a foreign investor planning market entry, understanding the types of companies in Nepal is your first strategic decision. Nepal’s corporate framework offers multiple structures, each with distinct compliance, ownership, and capital implications. Among them, the Public Limited Company in Nepal stands out for large-scale investment, capital raising, and long-term growth. This guide breaks down all company types, with a deep focus on public companies, so you can choose the structure that aligns with your expansion goals.
Nepal’s corporate regime is governed primarily by the Companies Act, administered by the Office of Company Registrar in Nepal.
Foreign companies can engage through the following legally recognized forms:
Private Limited Company (Pvt. Ltd.)
Public Limited Company (PLC)
Branch Office of a Foreign Company
Liaison (Representative) Office
Non-Profit / Not-for-Profit Company
Each structure serves a different purpose, risk appetite, and investment horizon.
A Public Limited Company in Nepal is a corporate entity allowed to invite the public to subscribe to its shares. It is designed for businesses seeking large capital bases, institutional investors, or future listing prospects.
This structure is commonly used by:
Banks and financial institutions
Insurance companies
Hydropower and infrastructure firms
Manufacturing and large trading companies
To register a public company, foreign investors must meet stricter thresholds than private entities.
Minimum shareholders: 7
Minimum directors: 3
Minimum paid-up capital: NPR 10 million (sector-specific thresholds may apply)
Name approval and incorporation: Mandatory via OCR
Public prospectus: Required for public share issuance
Public companies differ structurally and operationally from private firms.
Limited liability for shareholders
Free transferability of shares
Separate legal personality
Perpetual succession
Mandatory board governance
Annual General Meetings (AGMs)
Statutory audits and disclosures
Enhanced transparency obligations
| Criteria | Private Limited | Public Limited | Branch Office | Liaison Office |
|---|---|---|---|---|
| Ownership | 1–101 shareholders | Minimum 7 | Parent company | Parent company |
| Capital Requirement | No minimum | NPR 10M+ | No capital | No capital |
| Public Share Issue | Not allowed | Allowed | Not allowed | Not allowed |
| Revenue Generation | Allowed | Allowed | Allowed | Not allowed |
| Regulatory Burden | Medium | High | Medium | Low |
| Ideal For | SMEs, startups | Large investments | Direct foreign ops | Market research |
Foreign investors opt for public companies when long-term scale and credibility matter.
Strategic advantages include:
Ability to raise capital from the public
Stronger market reputation
Easier future IPO planning
Suitable for infrastructure and FDI-heavy sectors
This makes the public company one of the most robust types of companies in Nepal for institutional entry.
Public companies face higher ongoing compliance.
Annual audit by licensed auditors
Filing of financial statements with OCR
Board and shareholder resolutions
Sector regulator approvals where applicable
Tax compliance and withholding obligations
Failure to comply can result in penalties, director liability, or suspension.
While private companies dominate Nepal’s SME landscape, public companies are built for scale.
Choose a public company if:
Capital needs exceed private funding
Multiple institutional investors are involved
You plan public share offerings
Regulatory transparency is a strength, not a burden
Foreign ownership is permitted in public companies under Nepal’s FDI framework, subject to sectoral approval and minimum investment thresholds. Capital repatriation, dividend distribution, and exit rights are legally protected when structured correctly.
Choosing a public company too early
Underestimating compliance costs
Ignoring sector-specific regulators
Poor shareholder agreement structuring
Expert advisory reduces these risks significantly.
Understanding the types of companies in Nepal is essential for a successful market entry. While private companies suit lean operations, a Public Limited Company in Nepal offers unmatched scalability, credibility, and capital access for serious foreign investors. The right structure today prevents costly restructuring tomorrow.
Planning to enter Nepal?
Book a consultation with our cross-border compliance and FDI specialists to determine the most efficient company structure for your expansion.
Nepal recognizes private limited companies, public limited companies, branch offices, liaison offices, and non-profit companies.
Yes. Foreign ownership is allowed under Nepal’s FDI framework, subject to sector approval and minimum investment rules.
The general minimum paid-up capital is NPR 10 million, though some sectors require more.
Not immediately. Share issuance can be phased, but public offering rules apply when shares are offered to the public.
A public limited company is best suited for large-scale, long-term, capital-intensive investments.