(As of 2075 B.S. / 2018 A.D.)
Here’s, a detailed guide and Information on company registration process in Nepal, updated as of 2075B.S. / 2018A.D. Along with the Information on costs and fees involved.
Steps for Registration a Company in Nepal: (Applicant-Side)
1. Determination of the type of Company
The applicants require determining what type of company they wish to incorporate, either private or public.
2. Determination of Name
The name of the company should not resemble with the name of any existing company or company in liquidation. The name also should not be illegal, immoral or against public policy.
Applicant shall make an online application to the Office of the registrar of Companies for allotment of proposed name of the company.
On receipt of notice of approval of name of the company from OCR, the applicant shall submit the documents through electronic medium by computer upload in the prescribed format.
3. Lawful Purpose
The company to be established must consist of a particular number of persons & operate according to the law of Nepal. If any of the objects is illegal or prohibited by the Nepal’s laws, the registrar may refuse to register.
4. Documents Required
Documents required to be presented at the office of the company registrar for registering a private company in Nepal:
- An application in the format as per the ‘ANUSUCHI 1’ along with a 5 rupees stamp attached to it.
- Two copies of ‘PRABANDHA PATRA’ (Article of Association).
- Two copies of ‘NIYAMAWALI’ (Article of Memorandum).
- A copy of the mutual agreement (if any).
- Attested copies of the citizenship certificates or passport of the founder shareholders.
- FDI Approval Application (if required).
5. Filing the Documents for Registration
After all the documents are ready, the next step is filing of these documents with the Registrar for the registration of the company.
A company registration procedure needs some fee (rajaswa) to be paid along with the amount of time required for the registration process. The registration fee differs for a private company and a public company.
In accordance with the amended company acts of 2075 B.S. / 2018 A.D. when an application is made for the incorporation of a company, the Office shall, after making necessary inquiries, register such company within 7 days on receipt of prescribed fees after the date of making of the application and grant the company registration certificate to the applicant.
Refusal for Registration
The CRO may refuse to register a company in any of the following circumstances:
- If the name of the proposed company in identical with the name or trademark by which a company in existence has been previously registered or so resembles the name of that company as it might cause misleading.
- If the name or object of the proposed company is contrary to the prevailing law or appears to be improper or undesirable,
- If the name of the proposed company is identical with the name of company of which registration has been cancelled or that of a company which has been insolvent under the prevailing law or so resemble such name it might cause, misleading; and a period of five years has not been passed after such cancellation of registration or insolvency
- If the requirements of the registration of a company under this Act are not fulfilled.
If the CRO refuses to register a company in any of the circumstances mentioned above, it shall give a notice thereof, accompanied by the reasons therefore, to the applicant no later than fifteen days after the date application made for the incorporation of company. And if the person is not satisfied for the refusal, s/he may file a complaint in the court within fifteen days.