Thinking about registration of startup company in Nepal?

Here’s everything you need to know to navigate the process smoothly and ensure legal recognition for your business. It's crucial to uphold civic responsibility, pay taxes, and maintain transparency to operate confidently in the market.

Why Register Your own startup Company?

Under Nepal's Companies Act 2063, conducting business without formal registration is illegal and can lead to fines or restrictions. Registering your company with the Office of Company Registrar (OCR) provides legal status and protects against fraud.

Company Registration in Nepal

Company registration is governed by the Companies Act 2063 and typically takes 7 to 10 business days (excluding holidays). Upon registration, your company receives a unique registration number and legal entity status (e.g., Pvt. Ltd., Ltd., LLC).

Types of Companies in Nepal

1. Private Company: Owned privately with limited shareholders (2 to 200 members). Even sole ownership is possible with up to 101 members.

2. Public Company: Offers shares to the public and can have any number of shareholders. Examples include Nepal Telecom and Nabil Bank.

Process of Company Registration in Nepal

• Name Reservation: Reserve your company’s name through the OCR website.

• Document Preparation: Gather necessary documents including Articles of Association, Memorandum of Association, and citizenship certificates of shareholders.

• Online Application: Complete the application on the OCR website, noting down the submission number for tracking.

• Visit OCR: Visit the OCR office with required documents for verification and approval.

Documents Required for Company Registration

Include company address, capital investment details, and citizenship certificates of shareholders. Ensure all documents like Articles of Association and Memorandum of Association are notarized.

Registration Fees

Fees range from NPR 1,000 to NPR 100,000 based on capital investment for private companies. Public companies have different fee structures based on their capital range.

Annual Compliance Requirements in Nepal

Private companies must fulfill annual obligations:

• Annual General Meeting (AGM): Present financial statements and reports.

• Business Registration Renewal: Renew registration annually.

• Tax Compliance: File tax returns and VAT registration.

• Financial Statements and Audit: Prepare audited financial statements.

• Labor Law Compliance: Adhere to employment regulations.

Additional Compliance for Public Companies in Nepal

Includes compliance with securities laws, corporate governance standards, and shareholder disclosures.

Frequently Asked Questions (FAQs) on Company Registration in Nepal

1. Why is Company Registration Important in Nepal?

   • Company registration in Nepal is essential for legal recognition and operational transparency. It ensures compliance with the Companies Act 2063, enabling lawful business conduct and protecting stakeholders' interests.

2. How Long Does It Take to Register a Company in Nepal?

   • Typically, the registration process takes 7 to 10 business days, excluding weekends and holidays. This includes obtaining a unique registration number and establishing legal status as either a corporation or limited liability company.

3. What Types of Companies Can Be Registered in Nepal?

   • Nepal recognizes Private Companies (Pvt. Ltd) with limited ownership and Public Companies (PLC) whose shares are publicly traded.

4. Can a Single Individual Register a Private Company in Nepal?

   • Yes, a single individual can establish and register a private company in Nepal, with ownership not exceeding 101 members.

5. Where Can I Register My Company in Nepal?

   • Company registration is facilitated by the Office of Company Registrar (OCR). Online registration is available through the OCR website at https://application.ocr.gov.np/faces/OnlineUserLogin.jsp.

6. What Documents Are Required for Company Registration in Nepal?

   • Required documents include the company's registered address, capital investment details, citizenship copies of shareholders, Articles of Association, Memorandum of Association, and a stamped Rs.10 application form, following OCR approval of the company's name.

7. How Are Registration Fees Determined in Nepal?

   • Registration fees vary based on the capital investment. Private companies pay between Rs.1,000 to Rs.43,000, while public companies pay Rs.15,000 to Rs.160,000.

8. Is Company Registration Sufficient for Business Operations in Nepal?

   • No, apart from company registration, businesses in Nepal must also register for PAN (Permanent Account Number) or VAT (Value Added Tax) for legal operation.

9. What Are the Annual Compliance Requirements for Companies in Nepal?

   • Annual compliance for private companies includes conducting an Annual General Meeting (AGM), renewing the Business Registration Certificate, tax compliance, filing annual returns, preparing financial statements, conducting audits, and adhering to labor laws.

10. What Additional Compliance Is Required for Public Limited Companies in Nepal?

    • Public companies must comply with securities laws, maintain higher corporate governance standards, disclose information to shareholders, and meet specific reporting requirements to the Securities Board of Nepal (SEBON).

Conclusion

Registering your company in Nepal is essential for legal compliance and business credibility. Stay updated with regulatory changes and consult with OCR for the latest requirements to ensure smooth operations.

For any assistance for Registering Company, you can directly connect with us at:

Website: https://estartupnepal.com/contact/

Facebook: https://www.facebook.com/estartupnepal

Whatsapp: 9862673578