Guide to Business and Professional Registrations in Nepal

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Nepal’s economy is growing rapidly, attracting entrepreneurs, foreign investors, and professionals to establish various business entities. Whether you’re looking to start a general company, a specialized law firm, an education consultancy, or a branch office for a foreign entity, understanding the registration processes is crucial. This article provides a comprehensive overview of these procedures, drawing from current legal frameworks like the Companies Act 2006 and related regulations as of 2025. We’ll cover the steps, documents, costs, and key considerations for each type of registration to help you navigate Nepal’s business landscape effectively.

Company Registration in Nepal

Company Registration in Nepal is the foundational step for most businesses, governed primarily by the Companies Act 2006. The process is handled by the Office of the Company Registrar (OCR) under the Ministry of Industry, Commerce, and Supplies. It’s designed to be straightforward, especially with the online portal at camis.ocr.gov.np, and typically takes 3-7 working days if documents are in order.

The main types of companies include private limited (most common for small to medium businesses, with 1-101 shareholders and limited liability), public limited (for larger operations with at least 7 shareholders and public share issuance), non-profit (for charitable purposes), foreign branch offices (discussed later), and single-person companies. To begin, select the appropriate type based on your business scale and goals.

The step-by-step process starts with name reservation: Propose a unique name via the OCR portal, ensuring it complies with guidelines (e.g., not offensive or already in use). Next, prepare key documents like the Memorandum of Association (MOA) outlining objectives and the Articles of Association (AOA) detailing internal rules, along with the application form. Submit these online, pay fees (ranging from NPR 9,500 to 45,000 for private limited based on authorized capital, or higher for public companies), and await OCR review and approval. Upon success, you’ll receive a Certificate of Incorporation.

Required documents include the application form, signed MOA and AOA, national ID or citizenship of shareholders, company name, location, and capital details. For foreign investors, add passports, visas, and Department of Industry approval. Additional costs cover name reservation, notary fees (NPR 500-1,000), PAN registration, and a company stamp (NPR 300-500).

Post-registration, obtain a Permanent Account Number (PAN) and VAT if turnover exceeds NPR 5 million from the Inland Revenue Department (IRD), open a corporate bank account, register with the local ward office, and comply with annual filings like financial statements and tax returns. Non-compliance can lead to penalties, so maintaining books and updating OCR on changes is essential. Recent 2025 updates emphasize digital submissions to streamline the process, reducing physical visits.

This registration provides legal recognition, liability protection, and access to banking and contracts, making it ideal for startups in sectors like tourism, agriculture, or e-commerce.

Registering a Law Firm in Nepal

Establishing a law firm in Nepal combines business registration with professional licensing, regulated by the Nepal Bar Council Act 1993, Advocate Act 1993, Companies Act 2006, and Partnership Act 1964. Key bodies include the Nepal Bar Association (NBA), Supreme Court, District Bar Associations, and OCR. Firms can be structured as individual practices (sole proprietorship), partnerships (general, limited, or LLP), or corporate entities, each with varying requirements.

The process begins with pre-registration: Obtain active NBA membership, meet experience thresholds (1+ years for individuals, 2+ per partner for partnerships, 3+ per director for corporates), secure office space (minimum 100 sq ft for individuals, up to 500 sq ft for corporates), and demonstrate financial capacity (NPR 200,000 to 1,000,000). Educational prerequisites include an LLB, passing the NBA bar exam, and annual continuing education (20-40 hours).

Next, reserve a name via OCR and NBA databases (fees NPR 500-2,000, 7-21 days). Prepare documents: For individuals, bar certificates, qualifications, experience proofs, office leases, insurance, and character certificates; for partnerships, deeds, profit-sharing agreements; for corporates, MOA/AOA, director consents, and governance frameworks.

Obtain approvals from NBA (30-45 days, NPR 5,000-15,000), OCR (15-30 days, NPR 10,000-50,000), District Bar (7-15 days, NPR 2,000-5,000), and Tax Office (7-14 days, NPR 1,000-3,000). Total timeline: 2-4 months.

Costs vary: Registration/licensing NPR 50,000 for individuals to 500,000 for large firms; startup investments NPR 875,000 to 17,500,000; ongoing monthly expenses NPR 200,000 to 9,000,000. Insurance includes professional indemnity (NPR 75,000-300,000 annually).

NBA licensing is mandatory for all advocates, involving credential submission and ethical compliance like client confidentiality and fee transparency. Foreign lawyers can’t practice directly but can partner with Nepali advocates. Annual obligations include fees, audits, and education certifications, with penalties for non-compliance.

Law firms in Nepal, such as those specializing in corporate or tax law, often require additional certifications like LLMs. This setup ensures high professional standards in a market serving local and international clients.

Education Consultancy Registration in Nepal

Education consultancy registration in nepal, which assist with student admissions, career counseling, and study abroad, must register as companies and obtain specialized licenses. The process involves OCR for company setup and the provincial Social Development Ministry for licensing (Education Ministry approvals are temporarily paused).

Steps include checking name availability at OCR, preparing MOA/AOA with objectives like counseling and test prep, and submitting applications. Register at the local ward and IRD, then apply for the license at the ministry (e.g., Bagmati Province: NPR 5,000 fee, NPR 100,000 refundable deposit). Update IRD with the license and renew annually within three months of fiscal year-end (before Ashoj) to avoid penalties.

Documents: MOA/AOA, applications, and ministry approval letter for IRD. Costs are low, mainly the application fee and deposit. This registration ensures compliance with educational standards, protecting students and enabling legitimate operations in Nepal’s booming study-abroad sector.

Branch Office Registration in Nepal

Foreign companies seeking to operate in Nepal without forming a separate entity can register   Branch office registration in Nepal under Section 154 of the Companies Act 2006. This is distinct from liaison offices (non-income earning) or subsidiaries (requiring FDI approval).

Obtain approval from a relevant government authority (e.g., via license or agreement), then apply at OCR with documents like the foreign company’s registration certificate, MOA/AOA (with Nepali translations), company profile, board resolution, passports of directors, citizenship of local representative, business plan, appointment letter, power of attorney, and any government agreements. Pay fees based on investment (NPR 15,000 for up to 10 million, up to NPR 160,000+ for over 500 million; NPR 100,000 if unspecified). The process takes 2-3 weeks.

Post-registration, register with IRD for taxes, submit initial compliance within 3 months, appoint an auditor, file annual statements within 6 months of fiscal year-end, and pay local taxes. No minimum investment is required, and activities must align with the parent company’s. This option suits temporary projects or market entry without full FDI commitments.

Conclusion

 Law firm in nepal  requires attention to detail and compliance with evolving regulations. Whether starting a company, law firm, education consultancy, or branch office, consulting professionals can expedite the process and ensure success. With Nepal’s supportive business environment, these steps open doors to opportunities in a dynamic market.

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