Company Registration Basics
A beginner overview of registering a private limited company in Nepal through the OCR portal, then PAN/VAT and local registration.
Who needs this?
- People starting a private limited company in Nepal with one or more shareholders
- Entrepreneurs who want a separate legal entity with limited liability, distinct from their personal assets
- Startups, tech companies, trading firms, and service businesses that plan to open a company bank account, sign contracts, or raise investment
- Anyone deciding between a simple sole proprietorship/firm and a private limited (Pvt. Ltd.) company
What documents do you need?
- Citizenship certificate copies of all proposed shareholders and directors (or passport copies for foreign shareholders)
- Recent passport-sized photographs of shareholders and directors
- Proposed company name (keep 2-3 options ready in case the first is already taken)
- Memorandum of Association (MoA / प्रबन्धपत्र) describing the company's objectives and capital
- Articles of Association (AoA / नियमावली) describing internal rules and management
- Details of authorized and issued/paid-up capital, and how many shares each shareholder will hold
- Registered office address details (ward, municipality/metropolitan, district)
- A working email address and mobile number to create the OCR portal account and receive updates
- For foreign investment, additional approvals (e.g. from the Department of Industry) may be required
How do you do it, step by step?
- Decide your structure first: a sole proprietorship/firm is simpler and registered at the ward or Department of Cottage and Small Industries, while a private limited company is registered at the OCR and gives limited liability. This guide focuses on a Pvt. Ltd. company.
- Create an account on the OCR online portal (CAMIS) at camis.ocr.gov.np and log in.
- Apply for name reservation: propose your company name and wait for it to be checked and approved. Have backup names ready in case it clashes with an existing company.
- Prepare the Memorandum of Association (MoA) and Articles of Association (AoA), then upload them along with shareholder documents and photographs through the portal.
- Pay the registration fee online. The fee depends on your authorized capital.
- Wait for OCR to review the application. If everything is in order, OCR issues the Company Registration Certificate (and registers the MoA/AoA).
- Get your PAN (and VAT if applicable) from the Inland Revenue Department via the IRD taxpayer portal at ird.gov.np, usually within the time limit after incorporation.
- Complete local registration: register the business at your ward / local government office (municipality or rural municipality) as required.
- Complete post-registration steps such as opening a company bank account, depositing paid-up capital, and keeping up with annual filings and renewals.
How much does it cost?
Approximate and subject to change. OCR registration fees are based on authorized capital: roughly NPR 1,000 for capital up to NPR 100,000, around NPR 2,000-5,000 for capital in the few-lakh to few-million range, and higher for larger capital (with very large companies charged a small percentage of capital). Adding notarization, stamp duty, and professional help (lawyer/accountant), many people spend roughly NPR 10,000-25,000 in total for a standard small company. PAN/VAT registration at IRD is generally low-cost or free. Always confirm current rates on the official OCR and IRD portals.
How long does it take?
Approximate and subject to change. If documents are correct and the name is approved without issues, OCR registration often completes in about 5-7 working days. Name reservation can take 1-3 days, and delays are common if documents need correction. PAN/VAT and ward registration usually add a few more days each.
Common mistakes to avoid
- Choosing a company name that is too similar to an existing one or uses restricted words, which gets the name rejected
- Writing vague or copy-pasted objectives in the MoA that do not match the business you actually plan to run
- Confusing authorized, issued, and paid-up capital, or setting capital without understanding the fee and minimum requirements
- Submitting blurry, expired, or mismatched citizenship/photo documents
- Treating registration as the finish line and forgetting PAN/VAT, ward registration, and annual OCR filings, which leads to penalties
- Picking a private limited company when a simple sole proprietorship/firm would have been cheaper and easier for the situation, or vice versa
- Sharing portal login details carelessly or relying on unofficial agents who promise guaranteed approval
Official sources
- Office of the Company Registrar (OCR)
- OCR Online Portal (CAMIS)
- Inland Revenue Department (IRD) - PAN/VAT
These are official Government of Nepal portals. Kagaj Sathi is independent and not affiliated.