Complete Online Company Registration in Nepal

1. Introduction to Company Registration in Nepal

Company registration in Nepal is governed by the Office of the Company Registrar (OCR) under the Companies Act, 2063 (2006). Any individual or group that plans to operate a formal business must register under this law to obtain legal status.

With the OCR’s online platform, applicants can now register their companies digitally. This eliminates the need for most physical visits to the OCR office. The online system simplifies document submission and approval, while also improving efficiency and transparency.

Once approved, the applicant receives a Certificate of Incorporation and a company registration number. These documents allow the business to legally own assets, enter contracts, and carry out commercial activities in Nepal. Medha Law and Partners Is a leading law firm in Nepal. 

2. Types of Companies You Can Register

The Companies Act, 2063, allows the registration of different types of companies through OCR Nepal’s online system. These include:

• Private Limited Company – Minimum 1 and maximum 101 shareholders

• Public Limited Company – Minimum 7 shareholders, no upper limit

• Non-Profit Company – Registered under Section 166 for charitable or non-commercial objectives

• One Person Company – For single promoters with limited liability

Each company type has different requirements related to shareholding, liability, compliance, and funding. Small or medium enterprises often choose private limited companies. In contrast, businesses that plan to raise funds from the public register as public companies.

 

3. Where to Register Company Online in Nepal

Company registration is completed through the official OCR portal:
👉 https://ocr.gov.np

This online portal supports the following services:

• Company name reservation

• Submission of incorporation forms

• Online document uploads

• Status tracking and updates

• Final certificate issuance

Applicants can use the platform 24/7. Although the system handles most of the process, the OCR may request physical presence for document verification in some cases. The main OCR office is located in Tripureshwor, Kathmandu.

4. Step-by-Step Online Registration Procedure Nepal

Follow these steps to register a company online in Nepal:

• Create an account at ocr.gov.np

• Submit a name reservation application with objectives

• Wait for name approval, which usually takes 3–5 working days

• Fill out the incorporation form (Form A) with full company details

• Upload all required documents in PDF format

• Submit the application online for OCR review

• Pay the applicable government fees via online banking or bank voucher

• Track application status using the dashboard

• Download the Certificate of Incorporation once approved

Use accurate and consistent information throughout. Errors in spelling, name, or address may lead to delays or rejection by OCR.

5. Required Documents for Company Registration

You must upload the following documents during the online company registration:

• Proposed company name and objectives

• Memorandum of Association (MOA)

• Articles of Association (AOA)

• Citizenship certificate of promoters or shareholders

• Passport (for foreign applicants)

• Consent letters from the appointed directors

• Lease agreement or ownership deed of the office address

• Passport-size photographs of shareholders and directors

• Power of Attorney (if registering through a third party)

• Application form (Form A)

• PAN registration form (if applying simultaneously)

Ensure that all documents are clear, complete, and scanned properly. OCR may reject blurry or mismatched uploads.

6. Time Taken for Company Registration Process

The total time for online company registration in Nepal usually ranges from 5 to 7 working days, depending on the accuracy and completeness of the application.

Here is a general timeline:

• Name approval: 2–3 working days

• Application review and document verification: 3–4 working days

• Certificate issuance: 1 working day after approval

Delays often occur when documents are unclear, improperly signed, or if OCR requires additional verification. Legal assistance can help speed up this process by reducing errors.

7. Government Fees for Registering Company Nepal

The government charges registration fees based on the company’s authorized capital, according to Schedule 6 of the Companies Act, 2063:

• Up to Rs. 1,00,000: NPR 1,000

• Rs. 1,00,001 – Rs. 5,00,000: NPR 4,500

• Rs. 5,00,001 – Rs. 25,00,000: NPR 9,500

• Rs. 25,00,001 – Rs. 1 Crore: NPR 16,000

• Above Rs. 1 Crore: Varies by slab

These are base government fees. Additional charges apply for PAN registration and professional services. You can pay either online or via a voucher deposited at designated banks.

8. Private vs Public Company in Nepal

The Companies Act outlines clear distinctions between private and public companies:

• Shareholders: Private (1–101) | Public (7 minimum, no limit)

• Capital: Private (no minimum) | Public (minimum NPR 1 crore)

• Public Trading: Private (not allowed) | Public (permitted through SEBON)

• Compliance: Private (less strict) | Public (requires annual reporting and audits)

Public companies face more scrutiny and must meet regulatory obligations from authorities like the Securities Board of Nepal (SEBON).

9. Requirements for Online Application Submission

Before starting the online application, ensure the following:

• Active email and phone number for registration

• Scanned citizenship or passport of each promoter

• MOA and AOA, properly signed and formatted

• Lease agreement or proof of office ownership

• Clearly defined business objectives and proposed company name

• Optional: Digital company seal

All uploaded documents must be in PDF format and within the size limit specified on the OCR portal.

10. Laws Governing Companies in Nepal

Several laws govern company registration and operations in Nepal:

• Companies Act, 2063 (2006) – Primary company law

• Industrial Enterprises Act, 2076 – For manufacturing or export-oriented firms

• Insolvency Act, 2063 – For closure or liquidation

• Income Tax Act, 2058 – For tax and PAN registration

• Electronic Transaction Act, 2063 – For digital submissions

• FITTA, 2019 – Regulates foreign investment

These legal frameworks define the rights, responsibilities, and obligations of companies operating in Nepal.

11. Role of OCR in Registration Process

The Office of the Company Registrar (OCR) operates under the Ministry of Industry, Commerce, and Supplies. Its responsibilities include:

• Reviewing and approving name reservations

• Processing company incorporation

• Issuing registration certificates

• Keeping digital records of all companies

• Managing amendments, conversions, or dissolutions

• Providing legal interpretations and guidance

OCR is the sole authority for all matters related to company registration in Nepal.

12. After Registration: What Comes Next

Once your company is registered and the certificate is issued, the next steps are:

• Apply for Permanent Account Number (PAN) at the Inland Revenue Department (IRD)

• Register your company at the local ward office if applicable

• Open a corporate bank account using the incorporation certificate

• Print official letterheads and obtain a company stamp

• Maintain a share register and board meeting minutes

• Begin tax filing within 3 months of registration

If applicable, companies with foreign investment must also register with the Department of Industry (DOI).

13. Common Mistakes and How to Avoid Them

Applicants often make these avoidable mistakes:

• Submitting poor-quality scanned documents

• Providing inconsistent or incorrect data

• Using unclear objectives in MOA and AOA

• Skipping the company name search before submission

• Applying for PAN separately, causing delays

• Not consulting legal professionals before submission

To avoid delays or rejections, cross-verify every document and detail before submission. Legal review ensures compliance and accuracy.

14. Online Tools and Services You Can Use

OCR’s online portal offers several helpful features:

• Name availability search tool

• Application tracking dashboard

• Templates for MOA and AOA

• Upload history for documents

• Integrated online payment option

• Direct help desk and FAQ section

You can also seek support from licensed legal firms or registration consultants who provide drafting, review, and submission services.

15. Final Checklist Before Registration Submission

Before submitting your online application, review this checklist:

• All personal and company details are accurate

• MOA and AOA are formatted and signed properly

• All documents are scanned clearly in PDF format

• Company name is pre-approved

• PAN form is ready if applying together

• Lease agreement is uploaded

• Government fees are paid or voucher is attached

Get your application reviewed by a legal professional to avoid rejections and unnecessary delays.

FAQs

How long does it usually take?
It usually takes around 5 to 7 working days for full online registration, including name approval and document verification, provided that all documents are correctly submitted.

Can I register from outside Nepal?
Yes. Foreign promoters can start the registration online. However, a local office address and legal representative within Nepal are required for compliance.

What documents are compulsory?
Mandatory documents include MOA, AOA, citizenship or passport, lease agreement, directors’ consent, and application forms. Foreigners must submit valid passport copies.

Is PAN registration done together?
Yes, PAN can be applied for during the company registration process by submitting the PAN form and additional information with the same application.

What is OCR’s full form?
OCR stands for the Office of the Company Registrar, which is responsible for company registrations and corporate record-keeping in Nepal.

Is digital signature necessary here?
Digital signatures are not mandatory. You can hand-sign the required documents and upload scanned copies for the online application.

Can one person open a company?
Yes. A One Person Company (OPC) can be registered online in Nepal. This type of company is legally treated as a private limited company.

What’s the cost of registration?
The cost ranges from NPR 1,000 to NPR 16,000 depending on the authorized capital. Additional charges apply for professional or legal assistance.

Are lawyers needed for this process?
Lawyers are not legally required but can help prepare compliant documents, reduce errors, and ensure a faster registration process.

Is company name change possible later?
Yes, companies can apply to OCR to change their registered name. The process requires board approval and submission of supporting documents.