What NRNs Need: Documents for Company Registration in Nepal

If you are a Non-Resident Nepali planning to invest back home, understanding the documents required for company registration Nepal is the single most important first step. Most delays for NRNs happen not because of complex laws, but because of incomplete or improperly prepared documents.

This guide is written specifically for NRNs and foreign-based Nepali founders. It reflects real regulatory practice at Nepal’s company registrar, banks, and investment authorities. By the end, you will know exactly what to prepare, why each document matters, and how to avoid common rejections.

Why Document Accuracy Matters for NRNs Registering a Company in Nepal

Nepal welcomes NRN investment. However, the approval process is document-driven. Every authority relies on your paperwork to assess eligibility, ownership, and compliance.

Poor documentation leads to:

• Application rejection or resubmission

• Delays in PAN and bank account opening

• Issues in FDI or NRN investment approval

• Future problems with repatriation of profit

Getting the documentation right at the start saves weeks, sometimes months.

Legal Framework Governing Company Registration for NRNs

Company registration in Nepal is regulated primarily under:

• Companies Act, 2006

• Non-Resident Nepali Act, 2008

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

• Income Tax Act, 2002

Company incorporation applications are filed with the Office of Company Registrar (OCR), followed by tax and banking registrations.

Documents Required for Company Registration Nepal (NRN Checklist)

This section covers the core documents required for company registration Nepal when the promoter is an NRN.

1. Identity and Residency Documents (NRN Founder)

These documents establish your identity and NRN status.

Required documents:

• Valid passport copy

• NRN ID card issued by Nepal Government

• Overseas address proof (utility bill or bank statement)

• Passport-size photographs

Important note:
All foreign documents must be notarized. Some may require apostille depending on jurisdiction.

2. Proposed Company Name Approval Documents

Before registration, the company name must be reserved with OCR.

Documents required:

• Online name reservation application

• Brief description of proposed business activities

Name approval is usually valid for 35 days.

3. Memorandum of Association (MOA)

The MOA defines the legal scope of your company.

Key contents:

• Company objectives

• Authorized capital

• Shareholding structure

• Registered office address

For NRNs, the objectives must align with sectors open to NRN or foreign investment.

4. Articles of Association (AOA)

The AOA governs internal management.

It includes:

• Share transfer rules

• Director appointment procedures

• Voting rights

• Dividend policy

Poorly drafted AOA often causes future shareholder disputes.

5. Incorporation Application Form (OCR Forms)

These statutory forms formally apply for registration.

They capture:

• Company details

• Share capital structure

• Director and shareholder information

Forms must exactly match MOA and AOA details.

6. Shareholder and Director Declarations

NRN founders must submit sworn declarations.

These include:

• Consent to act as director

• Declaration of non-disqualification

• Beneficial ownership declaration

Signatures must match passport records.

7. Registered Office Address Proof in Nepal

Every company must have a Nepal address.

Accepted documents:

• Rental agreement or ownership certificate

• Consent letter from property owner

Virtual addresses are not accepted.

8. Board Resolution (If Corporate NRN Investor)

If the NRN shareholder is a foreign company, additional documents apply.

Required documents:

• Board resolution approving Nepal investment

• Certificate of incorporation of parent company

• Shareholding structure of parent entity

All must be notarized and, if applicable, apostilled.

Numbered Summary: Core Documents Required for Company Registration Nepal

1. Passport and NRN ID

2. Name reservation approval

3. Memorandum of Association

4. Articles of Association

5. OCR incorporation forms

6. Director and shareholder declarations

7. Registered office address proof

8. Board resolutions (if applicable)

Additional Documents After Company Registration

Company incorporation is only the first stage.

After OCR approval, you must prepare:

• PAN registration application

• Bank account opening forms

• Capital commitment declaration

• Investment approval documents (if applicable)

These are essential before operations can begin.

NRN Investment vs Foreign Direct Investment (FDI): Document Differences

This comparison helps NRNs choose the correct entry route.

Common Mistakes NRNs Make with Documentation

Avoid these frequent errors:

• Using expired passports

• Mismatch between MOA and OCR forms

• Objectives covering restricted sectors

• Unnotarized foreign documents

• Incorrect share capital calculations

These mistakes are the top causes of rejection.

How Long Does the Registration Process Take for NRNs?

With complete documents:

• Name approval: 1–2 working days

• Company registration: 3–5 working days

• PAN registration: 1–2 working days

Incomplete documentation can extend this to several weeks.

Compliance Tip for NRNs

Keep digital and physical copies of all submitted documents. Banks and tax offices frequently request historical records.

Frequently Asked Questions (People Also Ask)

Is NRN ID mandatory for company registration in Nepal?

Yes. An NRN ID is required to qualify under the NRN investment framework. Without it, you are treated as a foreign investor.

Can NRNs register a company in Nepal online?

Partially. Name reservation and incorporation filing are online, but physical verification and signatures are still required.

Do NRNs need FITTA approval?

Not always. NRN investments often follow a simplified route unless the sector triggers FITTA thresholds.

Can an NRN be the sole shareholder?

Yes. Nepal law allows 100 percent ownership by an NRN in permitted sectors.

Are documents required in Nepali language?

Core documents are submitted in English. Some supporting forms may require Nepali translation.

Conclusion

Understanding the documents required for company registration Nepal is critical for NRNs investing from abroad. With correct preparation, the process is efficient and predictable. Most problems arise from avoidable documentation errors, not legal barriers.

If you plan carefully, Nepal offers a smooth pathway for NRNs to establish and grow businesses at home.

Call to Action

If you want your documents reviewed, drafted, and filed without delays, speak with our Nepal incorporation specialists today. We support NRNs end-to-end, from documentation to compliance and banking.