Introduction to Documents Required for Company Registration
Company registration in Nepal requires the submission of specific documents as outlined by the Office of the Company Registrar (OCR). The documents serve as proof of identity, intent, and structure of the proposed company. They must comply with the Companies Act, 2063. Each document must be correctly prepared, signed, and submitted in the prescribed format.
Personal Identification Documents for Company Registration
Each promoter or shareholder must provide identification documents for verification. These include:
- Copy of Citizenship Certificate (for Nepali citizens)
- Passport Copy and Visa/Work Permit (for foreign nationals)
- Passport-sized photographs These documents must be clear and valid at the time of submission.
Business Plan and Capital Requirements for Registration
Though not mandatory for all company types, a business plan is often submitted for clarity and regulatory purposes. The capital structure must be defined, including:
- Proposed authorized and issued capital
- Capital distribution among shareholders
- Statement of proposed business activities
Company Name Approval Documents
Company name must be approved before proceeding with registration. The following are required:
- Application for name approval
- Suggested company name(s)
- Objective of business
- Signature of promoter(s)
Proof of Address Documents for Company Registration
The office address of the company must be verified. Required documents include:
- Lease agreement or ownership document
- Utility bill or municipality letter
- Landlord’s consent if the property is rented
Legal Documents for Company Formation in Nepal
Foundational legal documents must be drafted and submitted:
- Memorandum of Association (MOA)
- Articles of Association (AOA)
- Application form as prescribed by OCR These must reflect the structure and operations of the company as per the Companies Act.
Regulatory Documents for Company Registration Process
Additional documents required for compliance include:
- Tax registration (PAN/VAT)
- Declaration of compliance with legal provisions
- Consent letters from directors
- Shareholder agreement (if applicable)
Certificate of Incorporation and Memorandum of Association
Upon successful document submission and review, OCR issues the Certificate of Incorporation. The MOA defines:
- Objectives of the company
- Capital structure
- Liability of shareholders This document becomes the company’s legal charter.
Government Fees and Payment Receipts for Registration
Applicants must pay the applicable government fees based on the company’s capital. Necessary documents include:
- Bank deposit voucher
- Receipt of payment from OCR The fee structure is provided in Schedule 6 of the Companies Rules.
Checklist for Document Submission in Company Registration
A proper checklist helps ensure complete submission:
- MOA and AOA
- Application form
- Proof of identity and address
- Name approval
- PAN application
- Fee payment receipts
- Consent letters
Important Legal Documents for Foreign Investors
Foreign investors must submit:
- Copy of passport and visa
- Foreign Investment Approval from Department of Industry (DOI)
- Power of attorney if using an agent
- Proof of source of investment These comply with the Foreign Investment and Technology Transfer Act.
How to Ensure Your Documents Meet Registration Standards
To ensure acceptance:
- Submit clear and signed copies
- Use official formats from OCR
- Translate non-Nepali documents into Nepali and notarize
- Double-check legal compliance with a professional
Common Issues with Documents during Company Registration
Frequent issues include:
- Incomplete forms
- Mismatched names in documents
- Missing translations
- Invalid address proof
- Lack of notarization for foreign documents
Ensuring Document Accuracy During Company Registration
Accuracy reduces delays and rejections. Ensure:
- All names match across documents
- Proper signatures on all pages
- Verified copies
- Updated documents without expiry
Document Submission Process for Company Registration
Submission process includes:
- Collecting and verifying all documents
- Creating a file with proper sequence
- Online submission through OCR portal
- Physical submission to OCR office (if required)
- Receiving tracking number for follow-up
FAQs
What documents do I need for company registration in Nepal?
You need MOA, AOA, application form, identification, address proof, and payment receipts.
Do I need a business plan for company registration?
A business plan is optional but recommended, especially for foreign investors and regulatory approval.
Can foreign nationals register a company in Nepal?
Yes, with proper identification, investment approval, and compliance with FITTA.
What is the minimum capital requirement for company registration?
There is no fixed minimum for private companies, but specific businesses may require thresholds.
How do I submit documents for company registration?
You can submit online via the OCR portal or physically at the OCR office.
Are there specific identification documents needed for registration?
Yes, citizenship or passport copies, along with photos, are required.
Do I need to submit a proof of address for registration?
Yes, proof of office location is mandatory for all types of companies.
What is the importance of the Memorandum of Association?
The MOA outlines company objectives, structure, and shareholder liability.
How do I verify the accuracy of my documents?
Cross-check names, signatures, dates, and ensure all documents are complete and notarized if needed.
Are there any government fees for document submission?
Yes, government fees are based on capital and must be paid at the time of submission.