Insights

When and Where to Submit Company Registration Documents in Nepal

Written by Vijay Shrestha | Dec 23, 2025 6:06:12 AM

 

 

 

 

Understanding the documents required for company registration Nepal is only half the battle.
Knowing when and where to submit those documents is what determines whether your application is approved smoothly or delayed for months.

Foreign companies often prepare the right paperwork but submit it to the wrong authority, at the wrong stage, or in the wrong format.
This guide fixes that problem.

In this article, you will learn exactly which authority receives which documents, submission timelines, online vs physical filing, and how foreign investors should sequence approvals under Nepalese law.

Why “When and Where” Matters in Nepal Company Registration

Nepal follows a multi-authority approval system.
Unlike jurisdictions with a single business registry, Nepal requires filings with different regulators at different stages.

Submitting documents too early—or too late—can result in:

  • Rejections without review

  • Requests for re-notarisation or re-attestation

  • Loss of reserved company names

  • FDI approval lapses

For foreign companies, timing is not optional. It is compliance.

Legal Framework Governing Company Registration Documents in Nepal

Before we discuss submission points, it helps to understand the laws that control the process:

  • Companies Act 2006

  • Foreign Investment and Technology Transfer Act (FITTA) 2019

  • Industrial Enterprises Act 2020

  • Income Tax Act 2002

  • NRB Foreign Exchange Directives

These laws define what documents are required, which authority receives them, and the order of submission.

Documents Required for Company Registration Nepal and Their Submission Authorities

This section maps documents to regulators.
This clarity alone saves weeks of back-and-forth.

Primary Authorities Involved

Foreign companies will deal with four main bodies:

  1. Office of Company Registrar (OCR)

  2. Department of Industry (DOI)

  3. Inland Revenue Department (IRD)

  4. Nepal Rastra Bank (NRB)

Each authority handles different documents at different stages.

Stage 1: Name Reservation – When and Where to Submit

Where: Office of Company Registrar (Online Portal)
When: Before any legal drafting or notarisation

Documents Submitted at This Stage

  • Proposed company name(s)

  • Brief description of objectives

  • Applicant details (local representative)

Key timing rule:
Name approval is valid for 35 days only.

If you miss this window, you must restart.

Stage 2: Company Incorporation Documents – OCR Submission

Where: Office of Company Registrar
When: After name approval, before FDI approval

Core Documents Required for Company Registration Nepal (OCR)

Foreign companies must submit:

  • Memorandum of Association (MOA)

  • Articles of Association (AOA)

  • Application for incorporation

  • Details of shareholders and directors

  • Passport copies of foreign shareholders

  • Board resolution approving Nepal incorporation

  • Registered office address in Nepal

Submission Mode

  • Online upload via OCR system

  • Physical submission if requested by OCR

Numbered List: Common OCR Rejection Triggers

  1. Objectives in MOA conflict with FITTA restrictions

  2. Passport notarisation older than six months

  3. Mismatch between shareholder names and resolutions

  4. Improper apostille or embassy attestation

  5. Incorrect company classification (private vs public)

Stage 3: FDI Approval – DOI Submission

Where: Department of Industry
When: After OCR incorporation but before capital injection

Additional Documents Required for Foreign Companies

  • FDI application form

  • Approved MOA and AOA

  • Foreign investor profile

  • Source of funds declaration

  • Joint venture agreement (if applicable)

  • Technology transfer agreement (if applicable)

Critical sequencing rule:
OCR incorporation must exist before DOI FDI approval.

Stage 4: Tax Registration – IRD Submission

Where: Inland Revenue Department
When: Immediately after incorporation

Documents Submitted for PAN and VAT

  • OCR incorporation certificate

  • MOA and AOA

  • Lease agreement

  • Director identification

  • Company stamp

Tip:
Delaying PAN registration restricts banking and hiring.

Stage 5: Bank Account and Capital Inflow – NRB Compliance

Where: Commercial Bank + Nepal Rastra Bank reporting
When: After DOI approval

Documents Required

  • FDI approval letter

  • Bank KYC forms

  • Share subscription agreement

  • Capital inflow declaration

NRB does not approve companies directly.
It regulates foreign currency inflows.

Table: Where to Submit Each Document (Quick Reference)

Document Type Authority Submission Timing
Name reservation OCR Day 1
MOA & AOA OCR After name approval
Shareholder passports OCR Incorporation stage
FDI application DOI Post-incorporation
PAN registration IRD Immediately after OCR
Capital inflow docs Bank / NRB After DOI approval

Online vs Physical Submission in Nepal

Online Submissions

  • Name reservation

  • OCR incorporation filings

  • Some DOI applications

Physical Submissions Still Required

  • Notarised foreign documents

  • Embassy-attested resolutions

  • Bank compliance files

Nepal remains a hybrid system.
Assume both digital and physical filings.

Special Timing Rules for Foreign Companies

Foreign companies face stricter scrutiny.

Be aware of these timing risks:

  • Attested documents expire after 6 months

  • DOI approvals lapse if capital is delayed

  • Name reservation lapses automatically

  • Bank accounts cannot open before PAN

Planning backwards from submission dates is essential.

Bulleted List: Best-Practice Submission Strategy

  • Prepare all foreign documents first

  • Reserve company name only when ready

  • Align MOA objectives with FITTA

  • Submit OCR and DOI files within 30 days

  • Coordinate bank and NRB reporting early

EEAT: Why This Guidance Is Reliable

This article is based on:

  • Statutory procedures under Nepalese law

  • Active FDI and incorporation cases

  • OCR, DOI, and NRB compliance practice

It reflects how the system works in reality, not theory.

Conclusion

Understanding the documents required for company registration Nepal is incomplete without knowing when and where to submit them.

Foreign companies that follow the correct sequence:

  • Avoid regulatory delays

  • Reduce compliance risk

  • Accelerate operational readiness

The difference between success and frustration is almost always timing.

Call to Action (Lead Generation)

If you are planning to register a company in Nepal and want document preparation, submission, and regulator coordination handled end-to-end, speak with our compliance team today.

We manage the process so you can focus on market entry.

Frequently Asked Questions

1. Where do foreign companies submit company registration documents in Nepal?

Foreign companies submit incorporation documents to the Office of Company Registrar, FDI documents to the Department of Industry, tax filings to the Inland Revenue Department, and capital inflow reports via banks under Nepal Rastra Bank rules.

2. When should FDI approval be obtained in Nepal?

FDI approval must be obtained after company incorporation with OCR but before injecting foreign capital into Nepal.

3. Can company registration documents be submitted online in Nepal?

Some filings can be submitted online, including name reservation and incorporation. Physical submission is still required for notarised and attested foreign documents.

4. How long is name reservation valid in Nepal?

Company name reservation is valid for 35 days. If incorporation is not completed within this period, the name lapses.

5. Do documents expire if delayed?

Yes. Notarised and attested foreign documents are generally accepted only within six months of issuance.