What is Company Registration?

A company is a legal entity established by a group of people or entities to conduct business activities. As a result, establishing a company as a legal entity recognised by our government requires formal and legal company registration in Nepal. The Principal Governing Law pertaining to Company Registration in Nepal is the Companies Act 2063.

What is Private Limited Company in Nepal?

A Private Limited Company is a type of Limited Liability Company that is authorised to conduct small-scale commercial transactions under the Companies Act. The personal assets of its shareholders are safeguarded by a Private Limited Company to the extent of their investment. Additionally, it operates as a distinct legal entity from its shareholders. Additionally, the proprietorship of a Private Limited Company is structured in the form of Multiple Shares, allowing for the presence of multiple shareholders.

What are the Types of Companies that can be Registered in Nepal?

There are three distinct categories of companies that are eligible for registration in Nepal:

1. Private Limited Liability Company

A Private Limited Company is an appropriate legal structure for businesses that are owned by individuals, as it provides shareholders with limited liability protection. Additionally, the trading of shares is frequently regulated and not publicly available. The shareholders appoint a board of directors to administer the organisation. Such companies must, among other requirements, have a Minimum Capital Investment.

2. Public Company

Public companies are classified as legal entities that offer their shares for sale and purchase by the general public. A public company operates on a broader scale, and its shares are readily transferable and tradable. A greater proportion of its shareholders may be present in comparison to a Private Limited Company.

3. Non-Profit Company

In order to advance charitable, educational, religious, cultural, or other non-commercial objectives, a Not-for-Profit Company is formed. Instead of distributing profits to its shareholders or members, the organisation reinvests those funds to further its objectives. In contrast to shareholders in for-profit companies, members of a Not-for-Profit Organisation do not typically have ownership rights.

What is the Best Company to Register in Nepal?

Private Limited Company is the optimal business entity to register in Nepal. The limited liability structure of private limited companies shields their owners from additional liability. Furthermore, it permits profit distribution among its shareholders and is more adaptable.

How much does it cost to Register a Company in Nepal?

The expenses associated with registering a company in Nepal can be categorised into the subsequent significant outlays:

Government Charges

Government Registration Fees for Private Companies Vary Based on the Amount of Paid-Up Capital and Investment Capital Employed. In general, the price range is between Rs. 1,000 and Rs. 43,000 or more.

Service/Lawyer Fees

An individual typically acquires some form of Services for Company Registration, in addition to the government fees. Consequently, such charges ought to be accounted for. Company registration typically costs a law firm between Rs. 10,000 and Rs. 20,000, contingent upon the scale and other particulars of the enterprise.

What are the Necessities of Company Registration in Nepal?

For the purposes of Company Registration in Nepal, the following necessities must be figured out:

1. Name of the Company
2. Adress of the Proposed Company
3. Goals and Objectives of the Company
4. Authorized Investment
5. Paid-Up and Issued Capital
6. Members of Board of Directors and Their Tenure.
7. Promoters and their Shares.

What are the Documents Required for Company Registration in Nepal?

The Following are the Documents Required for Company Registration:

1. Completed application form
2. Articles of Association for the proposed company
3. Proposed Articles of Association
4. Copy of founder’s citizenship
5. Consensus Agreement of the Applicant Company
6. Documentation of pre-incorporation contract
7. Shareholders’ mutual agreement
8. Approval from Related Company (if requested by the examiner)
9. Certificate of Company (if the business will have a member company)Top of Form

What is the Procedure of registering a Company in Nepal?

The Process of Company Registration in Nepal are as follows:

1. Reservation of the Company Name

Initially, it is necessary to reserve the name of the company via the Office of the Company Registrar’s online portal, which can be accessed at www.ocr.gov.np. The Selected Name must be a form of representation of the Company’s objectives and must not infringe on any copyrights or trademarks.

2. Submit an Application to the Company Registrar

Once the company name is finalized, the next step is to prepare and submit an application for company registration. While Submitting the Application, the required Documents mentioned above must be submitted to the Office of Company Registrar including the Memorandum of Association (MOA), Articles of Association (AOA), and other Incorporation Documents.

3. Examination of Application by the Company Registrar

Upon receiving the application, the Company Registrar conducts a thorough examination. In General, it verifies the Company Name and if it causes contradiction or not. It also examines if the Application is complete or not and confirms that all necessary documents are included.

4. Payment of Fees

Once the application is deemed satisfactory, the prescribed registration fees and any other charges must be paid to the regulatory authority.

5. Issuance of Company Registration Certificate

After the payment of fees, and upon successful examination of the application, the Company Registrar issues a certificate of incorporation. This certificate officially recognizes the company as a legal entity.

6. Tax Registration and Added Compliance

With the company registration certificate in hand, the next step is to register the company for tax purposes with the Inland Revenue Department. A PAN Number is granted as the Unique Tax Identification Number. Further, they must conduct regular Due-Diligence applicable to its Business Activities.

How long does it take to register Company?

The Process of Company Registration in Nepal is a Short and Efficient Process and takes around 7-15 Days depending on the Amount of Requests at the Company Registrar Office and the Law Firm/Service you have chosen to register it with.

What much does it cost to register Company in Nepal?

As Previously mentioned, the Cost to Register a Private Company in Nepal is the following, based on the amount of Authorized Capital:

How to register Company Online in Nepal?

Because of the recent attempts by the Ministry of Industry, Commerce and Supply, an Online Portal exists at the Office Registration. Users must create a Company User Account here:Compaby Registrar

Thereafter, they must Submit the Required Documents online. An Individual can download the Manual for New Registration as well here:Document Requires

What should I do after Registering a Company?

Post-Company Registration Process is amongst the most Hectic of Processes as it involves several Factors and challenges:

Tax Registration

The PAN is a unique identification number issued by the Inland Revenue Department (IRD) to taxpayers. To obtain PAN registration, a company must submit an application to the IRD along with required documents such as the company’s registration certificate, memorandum and articles of association, and proof of address.

Compliance

Company Compliance in Nepal is the adherence to the Companies Act 2063 and other Laws and Regulations established by the Government Authorities. It includes the holding of an Annual General Meeting within the end of Each Fiscal Year, Preparation and Filing of Annual Financial Statements. Filing of Tax Returns, Record Keeping etc.