The registration of private company in Nepal is governed by the Companies Act 2063 (2006) (Act) and Company Directives, 2072 (2015). The Office of Company Registrar (OCR) governs the company registration in Nepal. This article covers the procedures of private company registration in Nepal.

Private company are those company which are incorporated and runned by either individual or other private entity. As per the act, the total number of shareholders of private company shall not exceed 101. So, the private company can be incorporated with 1-101 members. There is no limitation on the minimum paid off capital for the private company as per the Act. 

Incorporation of Private Company in Nepal

For the incorporation of private company in Nepal, a name shall be reserved first by submitting an application in the online domain of OCR. After the apporval of the name, these forllowing documents shall be prepared and submitted physically to the office of the company registrar:

Documents Required for Registration of Private Company in Nepal

  • Application for incorporation
  • 2 copies of Memorandum of Association (MoA)
  • 2 copies of Article of Association(AoA); however if the promoter agrees to accept the AoA in the format prescribed for the incorporation of a company with a single shareholder, no AoA required
  • If the prior approval or license has to be obtained from any office under the prevailing law, then such approval or license
  • If the promoter is a Nepalese citizen, notarized copy of the citizenship certificate and where another company is a promoter, a certificate of registration of incorporation and decision of the Board of directors

Prescribed government fees for the incorporation of private company in Nepal

The government fees for the registration of private company in Nepal is set out as per the authorized capital of the company. 

 

SN Authorized Capital Government Fee
1. Upto Rs. 1,00,000 Rs. 1,000/-
2. Rs. 1,00,001 – Rs. 5,00,000 Rs. 4,500/-
3. Rs. 5,00,001 – Rs. 25,00,000 Rs. 9,500/-
4. Rs. 25,00,001 – Rs. 1,00,00,000 Rs. 16,000/-
5. Rs. 1,00,00,001 – Rs. 2,00,00,000 Rs. 19,000/-
6. Rs. 2,00,00,001 – Rs. 3,00,00,000 Rs. 22,000/-
7. Rs. 3,00,00,001 – Rs. 4,00,00,000 Rs. 25,000/-
8. Rs. 4,00,00,001 – Rs, 5,00,00,000 Rs. 28,000/-
9. Rs. 5,00,00,001 – Rs. 6,00,00,000 Rs. 31,000/-
10. Rs. 6,00,00,001 – Rs. 7,00,00,000 Rs. 34,000/-
11. Rs. 7,00,00,001 – Rs. 8,00,00,000 Rs. 37,000/-
12. Rs. 8,00,00,001 – Rs. 9,00,00,000 Rs. 40,000/- 
13. Rs. 9,00,00,001 – Rs. 10,00,00,000 Rs. 43,000/-
14. More than Rs. 10,00,00,000 Rs. 43,000/- plus an additional Rs. 30/- for each lakh

Disclaimer: This information is presented solely for educational purposes and should not be considered legal advice.

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