Company Registration in Nepal (2026): CAMIS Process, Fees & Capital

Registering a company in Nepal in 2026 is faster than most founders expect — and slower than the websites promising "two-day registration" suggest. The Office of Company Registrar (OCR) has moved the entire process to its CAMIS digital portal since Shrawan 2081 BS (mid-2024), so name reservation, document upload, fee payment and certificate issuance now run online. Done well, a clean private-limited file clears in seven to fourteen days. Done badly — wrong company name, mismatched MoA objects, missing director NID — and the same file stalls for weeks.

This guide is the 2026 (2083 BS) view of company registration in Nepal: the CAMIS process step by step, the OCR fee slabs from NPR 1,000 to NPR 43,000 and beyond, the capital and shareholding rules under the Companies Act 2063 (2006), the document set the registrar will refuse to open the file without, and the post-registration compliance — PAN, VAT, Department of Industry, sectoral licences — that converts a registered company into an operational one. Whether you are forming a private limited, a public limited, a foreign branch, or a single-shareholder company, this is the file your lawyer will work from.

Alpine Law Associates — Nepal Bar Council-registered corporate-law team handling 1,000+ company incorporation, FDI structuring, and post-registration compliance files for clients in Kathmandu and abroad.

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What is company registration in Nepal in 2026?

Company registration is the formal incorporation of a legal entity under the Companies Act 2063 (2006) at the Office of Company Registrar (OCR). The OCR is the central registering authority under the Ministry of Industry, Commerce and Supplies, and has fully digitised the process via the CAMIS portal (camis.ocr.gov.np) since Shrawan 2081 BS. Once incorporated, a company is a separate legal person — capable of owning property, entering contracts, suing and being sued, and continuing in existence independent of its shareholders.

Registration is the first compliance event in a longer sequence. A registered company is not yet a tax-paying entity, a VAT-collecting entity, or a sector-licensed entity. Those registrations follow at the Inland Revenue Department, the relevant municipality, and the sectoral regulator. Treating OCR registration as the end point — rather than the start — is the most common founder error. Foreign-investment companies have an additional first step: approval from the Department of Industry under the Foreign Investment and Technology Transfer Act (FITTA) 2075 before OCR incorporation.

What types of companies can you register in Nepal?

The Companies Act 2063 recognises seven categories. Choose the structure before drafting the Memorandum, not after.

• Private limited company. The default founder vehicle. Minimum 1 shareholder (single-shareholder private limited is permitted), maximum 101 shareholders, restriction on share transfer, no public share offer. Most Nepali start-ups, services firms, and small-to-mid trading companies use this form.
• Public limited company. Minimum 7 shareholders, no upper cap, share transfer free, public share offer permitted. Used for companies that intend to raise capital from the public, list on the Nepal Stock Exchange, or operate in regulated sectors (banking, insurance) where public-limited form is mandated.
• Single-shareholder company. A simplified private-limited variant with one shareholder. Useful for solo founders, holding companies, and consultancy practices where the owner does not want a co-shareholder structure.
• Profit-not-distributing company (Section 166). A non-profit corporate form for social-purpose activities. Profits cannot be distributed to members; income must be applied to the company's stated objects.
• Holding and subsidiary company. Standard parent-subsidiary structure recognised under the Act for group companies.
• Foreign company — branch. A foreign-incorporated company opening a branch in Nepal must register with OCR after Department of Industry approval. The branch carries on the same business as the parent.
• Foreign company — liaison office. A non-trading representation that may not earn revenue in Nepal. Used for market exploration and parent-company support work; subject to OCR registration plus sectoral approvals (NRB clearance where finance-related).

Step-by-step CAMIS company registration process in Nepal

1. Choose company type and prepare the Memorandum and Articles. Decide private vs public, draft the Memorandum of Association stating the principal object, share capital structure, and registered office, and the Articles of Association covering board composition, share transfer mechanics, and shareholder meetings.
2. Reserve the company name on CAMIS. Submit up to three preferred names through the CAMIS portal. The OCR checks each against existing registrations and trademark conflicts. An approved name reservation is valid for 35 days from the date of approval — the file must be completed within that window or the name reservation lapses.
3. Upload the document set and pay the registration fee. Upload the Memorandum, Articles, citizenship and NID copies of all shareholders and directors, witness citizenship copies, and any authority letters. Pay the OCR registration fee through CAMIS based on the authorised capital slab.
4. Document scrutiny by OCR. The registrar verifies the documents, checks the Memorandum object for sectoral compliance, and may issue queries through CAMIS. Queries are resolved by re-uploading corrected documents.
5. Certificate of incorporation issued electronically. On approval, the certificate is issued through CAMIS with a QR-verifiable digital signature. The certificate is the legal proof of incorporation and the date of the company's coming into existence.
6. PAN registration at Inland Revenue Department. Within 30 days of incorporation, register the company for a Permanent Account Number at the IRD. Without PAN, the company cannot open a bank account, raise an invoice, or hire employees on the books. See our PAN registration guide.
7. Local government registration. Register the company's place of business with the relevant municipality / rural municipality where the registered office sits. Some municipalities require this before issuing a trade-related operating clearance.
8. Sectoral licence. Banking and finance — Nepal Rastra Bank; manufacturing and industry — Department of Industry; online media — DOIB; telecom — NTA; pharmacy — DDA. Licence type and conditions depend on the principal object.

Documents required for company registration in Nepal

The CAMIS portal will not accept the application until the document set is complete. Missing documents are the single largest cause of delay, not OCR review time.

• Memorandum of Association — principal object, registered office, authorised and paid-up capital, share class structure, signed by all subscribers.
• Articles of Association — board composition, director powers, share transfer mechanics, AGM and EGM procedures, dividend declaration rules.
• Citizenship certificate of every shareholder (front and back, original for inspection, copies uploaded to CAMIS).
• National ID (NID) number of every shareholder — mandatory under CAMIS since 2081 BS.
• Citizenship certificate of two witnesses to the subscribers' signatures on the Memorandum.
• Recent passport-size photographs of all directors.
• Authority letter where one shareholder signs on behalf of another.
• Foreign-investment file: Department of Industry FDI approval letter, foreign shareholder's passport copy, and (where the foreign shareholder is a corporate entity) certified incorporation documents from the home jurisdiction.
• Branch / liaison office: foreign parent's certificate of incorporation, charter documents, board resolution authorising the Nepal office, and a power of attorney appointing the country manager.

Capital and shareholding rules under the Companies Act 2063

Authorised capital is the maximum capital the company can issue under its Memorandum. Issued capital is what has been allotted to shareholders; paid-up capital is what shareholders have actually paid in. The OCR fee is calculated on authorised capital, not paid-up. For most private limited companies the working pattern is authorised NPR 1 lakh, issued NPR 1 lakh, paid-up NPR 1 lakh — the simplest structure and the cheapest fee.

Where the founder anticipates rapid capital raises, registering at a higher authorised capital up front saves a later capital-increase amendment at OCR (which costs both fees and amendment time). A common Series-Ready structure is authorised NPR 1 crore with paid-up at the regulatory minimum, allowing the company to issue additional shares to investors without re-amending the Memorandum. Foreign-investment companies have separate minima under FITTA — the standard minimum FDI threshold sits at NPR 2 crore, though sectoral exemptions exist for service businesses and IT.

How long does company registration take and what does it cost?

For a clean private limited file with two Nepali shareholders, the realistic timeline is 7–14 days from name reservation to electronic certificate. The breakdown: name reservation 1–3 days, document upload and fee payment same day, OCR scrutiny 3–7 days, query resolution if any 1–3 days, and certificate issue same day on approval. Public limited registrations typically take 21–30 days because of the additional shareholder count and prospectus-like document scrutiny. Foreign-branch and liaison files run longer because the Department of Industry approval precedes OCR registration.

Total government cost depends on the authorised capital. A NPR 1-lakh authorised private-limited pays NPR 1,000 in OCR fees. A NPR 1-crore authorised company pays NPR 16,000. Add a few hundred rupees for stamp paper and notary, plus PAN registration which is free at IRD. Professional engagement charges are separate and depend on scope — fixed for clean Nepali-only files, milestone-billed for FDI structuring or sector-licensed entities.

Foreign company registration — branch and liaison office

Foreign-incorporated companies have two recognised forms in Nepal: a branch office (revenue-generating, same business as parent) and a liaison office (representative, non-revenue-generating). Branch registration requires Department of Industry approval under FITTA 2075 followed by OCR registration. Liaison offices have a lighter approval at the relevant sectoral regulator (Nepal Rastra Bank for finance-related work, Ministry of Communication for IT) and a separate OCR filing.

Both forms require the foreign parent's certificate of incorporation, charter documents (articles, by-laws), a board resolution authorising the Nepal office and the appointed country manager's particulars, and a power of attorney to the country manager. All foreign documents require apostille or embassy attestation in the parent's jurisdiction and authentication by the Ministry of Foreign Affairs in Kathmandu before OCR will accept them. The attestation chain commonly takes longer than the OCR file itself, so foreign founders should start it before drafting the Memorandum.

Post-registration compliance — what happens after the certificate?

The OCR certificate is the start of the compliance calendar, not the end. Within thirty days of incorporation, register the company for PAN at the Inland Revenue Department; without PAN, the company cannot operate a bank account, raise an invoice, or hire staff on the books. VAT registration follows where the company's projected turnover crosses the statutory threshold or where the sector mandates VAT regardless of turnover. Local government registration with the relevant municipality is required wherever the company maintains a physical place of business.

Sectoral licences depend on the Memorandum object: a manufacturing company needs Department of Industry registration; a finance, micro-finance or remittance company needs Nepal Rastra Bank licensing; an online news portal needs DOIB registration (see our online media registration guide); a telecom or ISP needs NTA licensing. The annual cycle then begins: AGM within six months of fiscal year-end, audited financial statements, annual return filing at OCR, and corporate tax return filing at IRD. For end-to-end ongoing compliance see our company compliance services.

Common reasons company registration applications get rejected

• Name conflict. The proposed name resembles an existing company, conflicts with a registered trademark, or contains restricted words ("Bank", "Insurance", "Government") without sectoral pre-approval. Rejection is at name-reservation stage; refile with an alternative.
• Memorandum object too narrow or too wide. Objects that read "all lawful business" without sectoral specifics get queried; objects so narrow they miss the actual business activity force amendment within months. The right pattern: principal object specific, ancillary objects broad.
• Shareholder NID missing. CAMIS now requires NID for every shareholder. Older founders without NID must register one before file submission.
• Authorised vs paid-up mismatch. Paid-up capital exceeding authorised capital, or paid-up below the sectoral minimum, is rejected at scrutiny.
• FDI file without DOI approval. Foreign-shareholder companies submitted to OCR without prior Department of Industry FDI approval are rejected at scrutiny. The DOI file precedes OCR.
• Foreign documents without attestation chain. Branch and liaison office files often arrive with notarised but un-apostilled / un-embassy-attested charter documents. Re-attestation adds 4–6 weeks.

How can Alpine Law Associates help with company registration in Nepal?

Alpine Law Associates handles company registration as a sequenced engagement that ends at operational readiness, not at the OCR certificate. Our corporate team covers structure advisory (private vs public, single-shareholder vs multi-shareholder, holding-subsidiary), Memorandum and Articles drafting calibrated to the planned business activity, name search and reservation through CAMIS, document chain preparation including foreign-shareholder attestation chains, FDI approval at the Department of Industry where applicable, the OCR file itself, and the post-registration stack — PAN, VAT, local government registration, and sectoral licences.

For founders planning a Series-Ready structure, we draft the authorised-capital architecture and a shareholder agreement template that anticipates investor entry. For NRN founders abroad, we run the entire engagement remotely with a power-of-attorney chain that satisfies CAMIS upload requirements. As a full-service law firm in Nepal with corporate, tax and dispute teams, we hold the company file alongside its later contracts, IP, employment and compliance work without you switching counsel.

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Last reviewed: April 2026