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.
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.
Before preparing documents, you must decide the entity type. Each structure requires a different document set.
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.
At a high level, documents fall into four categories:
Promoter and shareholder documents
Company formation documents
Foreign investment approval documents
Post-registration compliance documents
We break each category down in detail below.
These documents establish identity, credibility, and ownership.
You must provide:
Notarised passport copy
Recent passport-size photograph
Personal profile or CV
Proof of address (utility bill or bank statement)
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
These documents are mandatory for filing at the Company Registrar.
The MOA defines:
Company name
Registered office address
Objectives and permitted activities
Capital structure
The AOA governs:
Director powers
Share transfer rules
Voting rights
Meeting procedures
Application for company registration
Declaration of compliance
Consent letters from directors
Company name approval certificate
These documents are submitted digitally via the OCR portal.
Foreign investors cannot register a company without prior investment approval.
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.
After approval, you must demonstrate capital commitment.
Bank account opening request
Capital inflow commitment letter
Share subscription agreement
Foreign currency inflow certificate
Nepal Rastra Bank regulates foreign currency inflows strictly.
Every Nepali company must appoint directors.
Director consent letter
Specimen signature
Identity documents
Declaration of non-disqualification
At least one director must be appointed at incorporation.
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.
Passport copies of all shareholders
Photographs of promoters and directors
MOA and AOA
Foreign investment approval letter
Board resolution from foreign parent company
Lease agreement for office address
Bank capital commitment documents
This checklist alone saves weeks of back-and-forth.
| Entity Type | Investment Approval | MOA/AOA | Capital Proof | Parent Company Docs |
|---|---|---|---|---|
| Private Limited Company | Required | Required | Required | Sometimes |
| Branch Office | Required | Not required | Required | Mandatory |
| Liaison Office | Required | Not required | Not required | Mandatory |
| Joint Venture | Required | Required | Required | Optional |
This table highlights why private limited companies offer the most operational flexibility.
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.
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.
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.
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.
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.
Yes. Nepal permits foreign investment in most sectors, subject to FITTA approval and sectoral restrictions.
Yes. 100% foreign ownership is allowed in most industries, except restricted sectors.
Yes. All foreign documents must be notarised and often apostilled.
The minimum foreign investment threshold is NPR 20 million under current regulations.
Yes. Company registration documents are submitted via the OCR portal.