Business registration in Kathmandu is the formal legal process through which entrepreneurs, investors, and organizations establish a legally recognized business entity within the Kathmandu Valley. This process is governed primarily by the Companies Act, 2063 (2006) and is administered digitally through the Company Registration and Monitoring Integrated System (CAMIS) portal of the Office of the Company Registrar (OCR). Additionally, post-registration compliance is regulated by the Inland Revenue Department (IRD), local Ward Offices, and sector-specific authorities such as the Department of Industry (DOI) and the Department of Commerce, Supplies and Consumer Protection.
For entrepreneurs seeking to launch startups, trading firms, consultancies, or manufacturing units in Nepal's capital, business registration in Kathmandu is the foundational step that unlocks access to corporate banking, tax compliance, government contracts, and legal protection. The process has been substantially digitized since the introduction of CAMIS, yet multiple procedural layers remain that require careful navigation. Therefore, a structured understanding of the legal framework, documentation requirements, fee structure, and post-registration obligations is essential before commencing any company registration Kathmandu application.
Business registration in Kathmandu refers to the statutory procedure by which a business entity is incorporated under Nepalese law and recognized as a legal person capable of entering contracts, holding property, suing and being sued, and conducting lawful commercial activities. Under the Companies Act, 2063, several types of companies may be registered, including private limited companies, public limited companies, non-profit distributing companies, single shareholder companies, and foreign company branch offices.
The business registration in Kathmandu process is distinct from mere business name registration or trade license issuance. While a ward office trade license permits small-scale operation, full company registration Kathmandu through the OCR creates a separate legal entity with limited liability protection, perpetual succession, and formal governance structures. For any venture seeking investment, scalability, or contractual credibility, OCR registration is the appropriate pathway.
Before initiating business registration in Kathmandu, the appropriate entity type must be selected. Each structure carries distinct implications for liability, taxation, compliance, and capital requirements.
| Entity Type | Minimum Shareholders | Liability | Best For |
|---|---|---|---|
| Private Limited Company | 1 | Limited to share capital | Startups, SMEs, family businesses |
| Public Limited Company | 7 | Limited to share capital | Large enterprises, listed companies |
| Non-Profit Distributing Company | 1 | Limited | NGOs, social enterprises, charities |
| Single Shareholder Company | 1 | Limited | Solo entrepreneurs |
| Foreign Company Branch | Parent company | Parent liable | International firms entering Nepal |
The private limited company is the most commonly selected structure for business registration in Kathmandu due to its flexibility, limited liability protection, and relatively straightforward compliance requirements.
The business registration in Kathmandu regime is shaped by multiple statutes that define incorporation procedures, governance standards, and ongoing compliance obligations.
| Law | Relevance to Business Registration |
|---|---|
| Companies Act, 2063 | Governs incorporation, MOA/AOA, shareholder rights, and dissolution |
| Company Registration and Monitoring Integrated System (CAMIS) | Digital platform for name reservation, document submission, and certificate issuance |
| Income Tax Act, 2058 | Mandates PAN registration and corporate tax compliance |
| Value Added Tax Act, 2052 | Requires VAT registration for threshold-exceeding businesses |
| Local Government Operation Act, 2074 | Mandates ward office registration and local business licensing |
| Industrial Enterprises Act, 2076 | Governs industry-specific registration for manufacturing entities |
| Foreign Investment and Technology Transfer Act, 2075 | Regulates foreign-owned business registration |
The business registration in Kathmandu procedure involves sequential compliance steps that must be followed carefully to ensure timely approval.
The first step in company registration Kathmandu is the reservation of a unique company name through the CAMIS portal at camis.ocr.gov.np. An account must be created, and the proposed name is submitted in both English and Nepali Unicode. The OCR system checks the name against existing registrations and trademarks. Names that are identical or confusingly similar to existing companies, or that contain restricted government-related terms, are rejected. The name approval is typically granted within 1 to 3 working days and remains valid for 90 days, within which the full registration must be completed.
Once the name is reserved, the Memorandum of Association (MOA) and Articles of Association (AOA) must be drafted. The MOA defines the company's objectives, authorized capital, shareholding structure, and liability clause. The AOA establishes internal governance rules, including director appointment procedures, meeting protocols, dividend policies, and share transfer restrictions. Both documents must comply with the Companies Act, 2063 and must be signed by all promoters on every page.
All documents must be prepared with precision, as incomplete or incorrectly formatted submissions are the leading cause of delay in business registration in Kathmandu.
| S.N. | Document Required |
|---|---|
| 1 | Application for company registration in prescribed format |
| 2 | Memorandum of Association (signed by all promoters on every page) |
| 3 | Articles of Association (signed by all promoters on every page) |
| 4 | Citizenship certificates of all promoters and directors |
| 5 | National ID (NID) numbers of all promoters (mandatory since 2082 BS) |
| 6 | Passport-size photographs of promoters and directors |
| 7 | Registered office address proof (lease agreement or ownership document) |
| 8 | Consent letters from shareholders |
| 9 | Power of Attorney (if application is filed through a representative) |
| 10 | No objection letter from landlord (if premises are leased) |
For foreign promoters, passport copies, visas, and Department of Industry (DOI) approval documents are additionally required.
The completed application, along with scanned documents, is uploaded through the CAMIS portal. The registration fee is paid online based on the authorized capital. The OCR examines the submission for legal compliance, consistency between online and physical documents, and completeness of signatures.
The OCR conducts a detailed review of the submitted documents. If discrepancies are identified, such as unsigned pages, mismatched information, or non-compliant objectives, the applicant is notified to make corrections. Once all requirements are satisfied, the OCR issues the Certificate of Incorporation, which includes the company registration number and confirms the legal establishment of the entity.
Immediately after incorporation, the company must register for a Permanent Account Number (PAN) at the relevant Inland Revenue Office. PAN registration is mandatory for all businesses regardless of size or turnover. The application is submitted online through the IRD portal, followed by physical verification. PAN is essential for tax filing, banking transactions, employee management, and contractual operations.
Value Added Tax (VAT) registration is mandatory if the estimated annual turnover exceeds NPR 50 million for goods or NPR 20 million for services. Businesses dealing in both goods and services must register if turnover exceeds NPR 20 million. The standard VAT rate is 13%. Failure to register within 30 days of crossing the threshold attracts penalties of up to NPR 10,000 per month of delay plus 15% interest on unpaid VAT.
The company must register at the local Ward Office where its registered office is located. A Sifaris (recommendation letter) from the ward office is often required for OCR registration and is mandatory for local business tax compliance. The ward office registration establishes the company's presence within the local administrative framework and enables payment of annual business taxes.
With the Certificate of Incorporation and PAN certificate, a corporate bank account must be opened in the company's name. This account is used for all business transactions, salary disbursements, and tax payments. Separation of personal and business finances is legally and practically essential.
Depending on the nature of the business, additional registrations may be required.
| Business Type | Regulatory Authority |
|---|---|
| Manufacturing and production | Department of Industry (DOI) |
| Retail, trading, and marts | Department of Commerce, Supplies and Consumer Protection |
| Travel agencies and tourism | Nepal Tourism Board |
| Educational institutions | Ministry of Education |
| Healthcare and clinics | Ministry of Health and Population |
| Financial services | Nepal Rastra Bank / Insurance Board |
| IT and telecommunications | Nepal Telecommunications Authority |
The company registration fee Kathmandu is determined by the authorized capital of the company.
| Authorized Capital Range (NPR) | Registration Fee (NPR) |
|---|---|
| Up to 100,000 | 1,000 |
| 100,001 to 500,000 | 4,500 |
| 500,001 to 2,500,000 | 9,500 |
| 2,500,001 to 10,000,000 | 16,000 |
| 10,000,001 to 20,000,000 | 19,000 |
| 20,000,001 to 30,000,000 | 22,000 |
| 30,000,001 to 40,000,000 | 25,000 |
| Above 100,000,000 | 43,000 + 3,000 per additional crore |
In addition to government fees, professional service fees for legal drafting, notarization, and consultancy typically range from NPR 15,000 to 25,000 for a standard private limited company.
The business registration in Kathmandu timeline has been significantly reduced through digitization.
| Process Step | Estimated Duration |
|---|---|
| Name reservation | 1–3 working days |
| Document preparation | 2–5 working days |
| Online submission | 1–2 working days |
| OCR review and approval | 2–5 working days |
| PAN registration | 1–3 working days |
| Ward office registration | 1–3 working days |
| Total estimated time | 7–15 working days |
Applications with complete documentation and no corrections are frequently processed within 7 to 10 working days.
Business registration in Kathmandu is not concluded upon receipt of the incorporation certificate. Multiple ongoing compliance obligations must be fulfilled.
Within three months of registration, the following must be completed.
| Compliance | Requirement |
|---|---|
| First board meeting | Must be held and minutes recorded |
| Auditor appointment | A licensed auditor must be appointed and OCR notified |
| Share certificate issuance | Share certificates must be issued to all shareholders |
| Return of allotment | Filed with OCR documenting share distribution |
| Statutory registers | Share register, directors register, and members register maintained |
| Bank account | Corporate account must be operational |
| Compliance | Timeline | Penalty for Non-Compliance |
|---|---|---|
| Annual General Meeting (AGM) | Within 6 months of fiscal year-end | Fines and regulatory action |
| Annual return filing | Submitted to OCR after AGM | NPR 1,000–20,000 depending on capital and delay |
| Audited financial statements | Submitted to OCR | Regulatory sanctions |
| Income tax return | Filed with IRD | Interest and penalties |
| VAT returns (if applicable) | Monthly, by 25th of following month | Fines up to NPR 10,000 monthly |
| Ward office renewal | Annual | Business license cancellation |
| Company registration renewal | Annual | Blacklisting and dissolution risk |
Many entrepreneurs encounter delays due to avoidable errors.
First, selecting a company name that is identical or similar to an existing registered company or trademark causes automatic rejection. Second, failure to sign the MOA and AOA on every page results in OCR queries and delays. Third, mismatch between the names on citizenship certificates and the application forms creates verification failures. Fourth, neglecting ward office registration before or alongside OCR submission complicates local compliance. Fifth, missing the 90-day validity period for name reservation requires reapplication. Sixth, incorrect authorized capital declaration affects fee calculation and future investment capacity. Seventh, failure to appoint an auditor within three months attracts penalties. Eighth, confusing personal and business finances by delaying corporate bank account opening creates tax and audit complications.
Q1. How long does business registration in Kathmandu take?
Business registration in Kathmandu typically takes 7 to 15 working days when all documents are complete and accurate. Name reservation requires 1–3 days, OCR approval requires 2–5 days, and PAN and ward office registration require an additional 2–5 days.
Q2. What is the minimum capital required for a private limited company in Kathmandu?
There is no strict statutory minimum, but practically, an authorized capital of at least NPR 100,000 is recommended for credibility and operational viability. Foreign-invested companies must meet the NPR 20 million minimum FDI threshold.
Q3. Can a single person register a company in Kathmandu?
Yes. The Companies Act permits single shareholder private limited companies. One individual can be the sole promoter, shareholder, and director.
Q4. Is online company registration available in Kathmandu?
Yes. The entire company registration Kathmandu process is conducted through the CAMIS portal at camis.ocr.gov.np. Name reservation, document upload, fee payment, and certificate download are all digitized.
Q5. What documents are required for business registration in Kathmandu?
Required documents include citizenship certificates, NID numbers, MOA, AOA, photographs, registered office address proof, lease agreement, consent letters, and power of attorney if applicable.
Q6. Is VAT registration mandatory for all companies in Kathmandu?
No. VAT registration is mandatory only if annual turnover exceeds NPR 50 million for goods or NPR 20 million for services. However, voluntary VAT registration is permitted and may be advantageous for B2B transactions.
Q7. What is the cost of registering a private limited company in Kathmandu?
Government fees range from NPR 1,000 (for capital up to 1 lakh) to NPR 16,000 (for capital up to 1 crore). Including professional fees, the total cost for a standard private limited company is approximately NPR 15,000 to 25,000.
Q8. Is ward office registration mandatory for companies in Kathmandu?
Yes. Ward office registration is mandatory for local business tax compliance and is frequently required as supporting documentation for OCR registration.
Q9. Can foreigners register a company in Kathmandu?
Yes. Foreign investors may register companies subject to Department of Industry (DOI) approval under the Foreign Investment and Technology Transfer Act, 2075. Additional documentation including passport copies and DOI approval letters is required.
Q10. What happens if annual compliance is not maintained after registration?
Failure to file annual returns, hold AGMs, or submit audited financials results in penalties ranging from NPR 1,000 to 20,000, regulatory sanctions, blacklisting by the OCR, and potential dissolution proceedings.
Q11. Can a home address be used as the registered office in Kathmandu?
Yes, provided the address is verifiable and the landlord issues a no-objection letter if the property is rented. However, commercial premises are preferred for credibility and zoning compliance.
Q12. Is a company secretary mandatory for private limited companies in Kathmandu?
No. A company secretary is mandatory only for public limited companies. Private limited companies are not required to appoint a company secretary, though it is advisable for governance purposes.
Business registration in Kathmandu involves navigating the CAMIS portal, drafting legally compliant MOA and AOA documents, coordinating with the OCR, IRD, and ward offices, and ensuring that all post-registration compliance deadlines are met. A single documentation error or missed procedural step can delay registration by weeks and result in unnecessary costs. The distinction between authorized capital and paid-up capital, the correct classification of business objectives, and the proper structuring of shareholding arrangements all require specialized legal knowledge.
Attorney Nepal Pvt. Ltd provides comprehensive legal support for entrepreneurs and investors seeking business registration in Kathmandu. Our services include company name reservation and availability search, drafting of MOA and AOA in compliance with the Companies Act, CAMIS portal application management, PAN and VAT registration coordination, ward office registration facilitation, post-registration compliance advisory including auditor appointment and AGM procedures, and sector-specific licensing support. With deep expertise in Nepalese corporate law and proven experience in registering companies across all sectors, we ensure that your company registration Kathmandu is completed efficiently, accurately, and in full legal compliance.
The information provided in this blog is for general informational and educational purposes only. It does not constitute legal advice, advertisement, personal communication, solicitation, or inducement of any kind. The factual situation of each business may differ significantly. Therefore, readers are strongly advised to seek independent legal counsel before making any business decision based on the content herein. Attorney Nepal Pvt. Ltd and its representatives shall not be liable for any consequences arising from reliance on this information.
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August 10, 2026 - BY Admin