Registration of Private Company in Nepal
FinLex Associates
The registration of private companies in Nepal is governed by the Companies Act 2063 (2006) and the Company Directives, 2072 (2015). The Office of Company Registrar (OCR) oversees company registration in Nepal. This article covers the procedures for registering a private company in Nepal.
Private companies are those incorporated and operated by individuals or private entities. According to the Act, the total number of shareholders in a private company must not exceed 101. Therefore, a private company can be incorporated with 1-101 members. The Act does not impose any limitations on the minimum paid-up capital for private companies.
Incorporation of Private Company in Nepal
For the incorporation of a private company in Nepal, a name must first be reserved by submitting an application through the OCR's online platform. After the approval of the name, the following documents need to be prepared and submitted physically to the Office of the Company Registrar:
Documents Required for Registration of a Private Company in Nepal
- Application for incorporation
- Two copies of the Memorandum of Association (MoA)
- Two copies of the Articles of Association (AoA); however, if the promoter agrees to accept the AoA in the prescribed format for a single shareholder, no AoA is required
- Approval or license from the relevant authority if required under prevailing laws
- Notarized copy of the citizenship certificate for Nepalese promoters or the registration certificate and board resolution for a corporate promoter
Prescribed Government Fees for Incorporation
The government fees for registering a private company in Nepal depend on the company's authorized capital:
| Authorized Capital | Government Fee |
|---|---|
| Up to Rs. 1,00,000 | Rs. 1,000/- |
| Rs. 1,00,001 – Rs. 5,00,000 | Rs. 4,500/- |
| Rs. 5,00,001 – Rs. 25,00,000 | Rs. 9,500/- |
| Rs. 25,00,001 – Rs. 1,00,00,000 | Rs. 16,000/- |
| Rs. 1,00,00,001 – Rs. 2,00,00,000 | Rs. 19,000/- |
| Rs. 2,00,00,001 – Rs. 3,00,00,000 | Rs. 22,000/- |
| Rs. 3,00,00,001 – Rs. 4,00,00,000 | Rs. 25,000/- |
| Rs. 4,00,00,001 – Rs. 5,00,00,000 | Rs. 28,000/- |
| Rs. 5,00,00,001 – Rs. 6,00,00,000 | Rs. 31,000/- |
| Rs. 6,00,00,001 – Rs. 7,00,00,000 | Rs. 34,000/- |
| Rs. 7,00,00,001 – Rs. 8,00,00,000 | Rs. 37,000/- |
| Rs. 8,00,00,001 – Rs. 9,00,00,000 | Rs. 40,000/- |
| Rs. 9,00,00,001 – Rs. 10,00,00,000 | Rs. 43,000/- |
| More than Rs. 10,00,00,000 | Rs. 43,000/- plus Rs. 30/- per additional lakh |
Disclaimer:
This information is for educational purposes only and should not be considered legal advice. FinLex Associates retains exclusive rights to this content.
