What Documents Do You Need to Start a Company in Nepal

If you are a foreign entrepreneur or overseas company, understanding the documents required for company registration Nepal is the single most important step before entering the market. Nepal welcomes foreign investment, but its regulatory framework is document-driven. Missing or incorrect paperwork is the number one reason for registration delays.

This guide gives you a complete, practical, and legally accurate breakdown of every document you need to start a company in Nepal as a foreign investor. It is written for decision-makers, founders, and legal teams who want clarity, speed, and compliance.

Why Nepal Requires Detailed Documentation for Company Registration

Nepal’s company formation process is governed by multiple laws. These laws exist to ensure transparency, capital protection, and regulatory oversight for foreign investment.

Key legislation includes:

• Companies Act, 2006

• Foreign Investment and Technology Transfer Act (FITTA), 2019

• Industrial Enterprises Act, 2020

• Income Tax Act, 2002

Company incorporation is handled by the Office of the Company Registrar, while foreign investment approval is issued by the Department of Industry.

Each authority checks documents independently. Accuracy matters.

Types of Companies Foreigners Can Register in Nepal

Before preparing documents, you must decide the entity type. Each structure requires a different document set.

Common options for foreign companies

• Private Limited Company (most common)

• Branch Office

• Liaison Office

• Joint Venture with Nepali partners

This article focuses mainly on Private Limited Company registration, as it is the most flexible structure for foreign investors.

Documents Required for Company Registration Nepal (Overview)

At a high level, documents fall into four categories:

1. Promoter and shareholder documents

2. Company formation documents

3. Foreign investment approval documents

4. Post-registration compliance documents

We break each category down in detail below.

1. Promoter and Shareholder Documents

These documents establish identity, credibility, and ownership.

For individual foreign shareholders

You must provide:

• Notarised passport copy

• Recent passport-size photograph

• Personal profile or CV

• Proof of address (utility bill or bank statement)

For corporate shareholders (foreign companies)

Additional documents apply:

• Certificate of Incorporation

• Memorandum and Articles of Association

• Board resolution approving Nepal investment

• Company profile and business activities

All foreign documents must be:

• Notarised

• Apostilled or consularised

• Translated into English if required

2. Company Formation Documents (Core Registration Set)

These documents are mandatory for filing at the Company Registrar.

Memorandum of Association (MOA)

The MOA defines:

• Company name

• Registered office address

• Objectives and permitted activities

• Capital structure

Articles of Association (AOA)

The AOA governs:

• Director powers

• Share transfer rules

• Voting rights

• Meeting procedures

Additional formation documents

• Application for company registration

• Declaration of compliance

• Consent letters from directors

• Company name approval certificate

These documents are submitted digitally via the OCR portal.

3. Foreign Investment Approval Documents (FITTA Compliance)

Foreign investors cannot register a company without prior investment approval.

Mandatory foreign investment documents

• Foreign Investment Application Form

• Detailed Project Report (DPR)

• Investment commitment letter

• Source of funds declaration

• Technology transfer agreement (if applicable)

Approval is granted under the Foreign Investment and Technology Transfer Act 2019.

4. Capital and Banking Documents

After approval, you must demonstrate capital commitment.

Required financial documents

• Bank account opening request

• Capital inflow commitment letter

• Share subscription agreement

• Foreign currency inflow certificate

Nepal Rastra Bank regulates foreign currency inflows strictly.

5. Director and Management Documents

Every Nepali company must appoint directors.

Director-specific documentation

• Director consent letter

• Specimen signature

• Identity documents

• Declaration of non-disqualification

At least one director must be appointed at incorporation.

6. Registered Office and Address Proof

You must prove the company’s physical presence.

Acceptable documents include:

• Lease agreement

• Ownership certificate

• Landlord consent letter

Virtual offices are not accepted for registration purposes.

Documents Required for Company Registration Nepal (Numbered Checklist)

1. Passport copies of all shareholders

2. Photographs of promoters and directors

3. MOA and AOA

4. Foreign investment approval letter

5. Board resolution from foreign parent company

6. Lease agreement for office address

7. Bank capital commitment documents

This checklist alone saves weeks of back-and-forth.

Comparison Table: Documents by Entity Type

This table highlights why private limited companies offer the most operational flexibility.

Common Mistakes Foreign Companies Make

Avoid these frequent errors:

• Submitting unsigned MOA or AOA

• Using restricted business objectives

• Mismatch between investment approval and company activities

• Incorrect capital figures

Small inconsistencies often trigger major delays.

How Long Does Document Verification Take?

Typical timelines:

• Name approval: 1–2 working days

• Foreign investment approval: 2–4 weeks

• Company registration: 3–5 working days

• Tax registration: 1–2 days

Delays almost always relate to document gaps.

Why Professional Support Matters

Nepal’s legal system is compliance-heavy. Working with professionals ensures:

• Correct document formatting

• Faster approvals

• Regulatory risk reduction

• End-to-end compliance

This is especially critical for regulated sectors.

Conclusion: Documents Required for Company Registration Nepal

Understanding the documents required for company registration Nepal is the foundation of a successful market entry. With the right paperwork, Nepal offers a stable, cost-effective, and growth-oriented destination for foreign companies.

Preparation is everything. Correct documents turn complexity into opportunity.

Call to Action

Planning to register a company in Nepal?
Speak with our Nepal incorporation specialists today for a free document review and step-by-step registration roadmap.

Frequently Asked Questions

Is foreign investment allowed in Nepal?

Yes. Nepal permits foreign investment in most sectors, subject to FITTA approval and sectoral restrictions.

Can a foreigner fully own a Nepali company?

Yes. 100% foreign ownership is allowed in most industries, except restricted sectors.

Do documents need notarisation?

Yes. All foreign documents must be notarised and often apostilled.

What is the minimum investment amount?

The minimum foreign investment threshold is NPR 20 million under current regulations.

Can documents be submitted online?

Yes. Company registration documents are submitted via the OCR portal.