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Starting a Private Limited Company in Nepal – Complete Guide

Starting a business is exciting, but choosing the right structure is equally important. In Nepal, one of the most popular and reliable options is a Private Limited Company (Pvt. Ltd.). This guide explains what it is, why you should consider it, and how you can register one in Nepal.

What is a Private Limited Company?

A Private Limited Company is a business structure where the owners’ liability is limited to the amount they have invested in the company. This means your personal assets (like house, land, or car) remain safe even if the company runs into debt or financial trouble.

For example:
Let’s say you and your friend start Tech Innovators Pvt. Ltd. and both invest Rs. 5 lakhs each. If the business fails and owes money to creditors, you only lose the Rs. 5 lakhs investment — your personal savings, land, or house cannot be taken away.

This makes Pvt. Ltd. companies a preferred choice for small and medium-sized businesses in Nepal.

🔑 Difference with Public Companies:

• Public companies can sell shares to the general public and are listed on the stock exchange.

• Private companies, on the other hand, have restrictions on share ownership and cannot issue shares to the public.

Why Register a Private Limited Company in Nepal?

Here are the main benefits of registering as a Pvt. Ltd. company:

1. Limited Liability – Protects your personal assets if the business fails.
   E.g., if your shop closes, your house is safe.

2. Perpetual Existence – The company continues even if ownership changes.
   E.g., if one founder leaves, the business still runs smoothly.

3. Easier Fundraising – You can issue shares to investors and raise capital.
   E.g., opening new outlets for your café becomes easier.

4. Credibility & Trust – Customers, banks, and partners take a registered business more seriously.
   E.g., “ABC WoodCraft Pvt. Ltd.” sounds more trustworthy than “ABC Furniture Shop.”

Where to Register?

In Nepal, company registration is handled by the Office of Company Registrar (OCR).

👉 You can visit their website here: ocr.gov.np

When Can You Get Registered?

The time for company registration depends on OCR’s workload and the completeness of your documents. On average:

• Name Reservation: 3–7 working days

• Document Preparation: 2–7 working days

• Document Submission: 1 working day

• Document Review: 1–3 working days

• Approval & Certificate: 1–2 working days

📌 Total Timeframe: 7–15 working days (approx.)

How to Register a Private Limited Company in Nepal?

Here’s a step-by-step process:

1. Choose a Company Name

   • The name must be unique and follow OCR rules.

2. Prepare Legal Documents

   • Draft the Memorandum of Association (MoA) and Articles of Association (AoA).

   • These outline the company’s purpose, objectives, and internal rules.

3. Collect Required Documents

   • Citizenship and address proof of promoters/shareholders.

   • Other declarations as per OCR guidelines.

4. Pay Government Fees

   • As per current rules, the government announced no statutory fees for registration (official confirmation pending).

5. Submit Application

   • Submit online/offline application with MoA, AoA, and supporting documents.

6. Review & Approval by OCR

   • OCR verifies your application and approves the registration.

7. Receive Certificate of Incorporation

   • Once approved, OCR issues the certificate — making your company a legal entity.

8. Tax Registration

   • Apply for PAN and, if applicable, VAT registration with the Inland Revenue Department.

Company Types You Can Register

• Agriculture

• BPO

• Construction

• Consulting

• Education

• Hospitality

• IT

• Manufacturing

• Tourism

• Trading

• Service-Based

• Others

Need Help with Registration?

Registering a company can feel complicated, but you don’t need to do it alone. Our experts at ATS Accounting and Taxation can guide you through the entire process — from name approval to tax registration.

📞 Call us at 9841347915
📩 Email us anytime
💬 Message us on WhatsApp

We’ll make sure your company is registered smoothly and without stress.

✍️ Author: ATS Accounting and Taxation
Helping entrepreneurs build their businesses in Nepal.