Step-by-Step Implementation Guide
Company Name Reservation at OCR (Office of the Company Registrar)
Log in to the official OCR portal (ocr.gov.np). Submit 2–3 unique name options for your proposed business along with principal business objectives. Approval is typically granted within 24 to 48 hours.
Drafting MOA (Prabandha Patra) and AOA (Niyamawali)
Draft your company Memorandum of Association and Articles of Association detailing authorized, issued, and paid-up capital, shareholder ratios, director responsibilities, and operational scope.
Ward Office (Woda Karyalaya) Registration & Local Recommendation
Visit your local municipality or ward office where the physical office is located. Submit the OCR certificate, lease agreement, property owner tax clearance receipt, and obtain your local business operation license.
Inland Revenue Department (IRD) PAN or VAT Registration
Register at the Taxpayer Service Office (Inland Revenue Office - IRO). General service businesses under Rs 20 Lakhs or goods trading under Rs 50 Lakhs annual turnover can operate under standard PAN; businesses exceeding thresholds or engaging in import/export must register for 13% Value Added Tax (VAT).
Corporate Bank Account & Initial Capital Deposit
Submit your OCR registration certificate, tax clearance/PAN card, citizenship copies of directors, and certified board minute resolutions to a Class-A commercial bank in Nepal to activate your corporate current account.
Maintaining Compliant Books & Monthly Returns
Under Nepali law, every registered business must maintain double-entry books, record all cash and banking transactions in Rokad Bahi, and submit monthly or bi-monthly VAT/TDS returns before the 25th of every Nepali month.
Frequently Asked Questions (Nepal Context)
Q: What is the difference between PAN and VAT in Nepal?
Permanent Account Number (PAN) is a 9-digit tax identifier required for all businesses and individuals to pay income tax. VAT (Value Added Tax) is an additional 13% tax on the supply of goods and services applicable to registered entities exceeding statutory turnover thresholds.
Q: Can a Nepali IT company receive foreign remittance without VAT?
Yes, software export services provided to clients outside Nepal against foreign currency payment into a recognized banking channel qualify for 0% VAT (export exemption), subject to bank proceeds realization certificates.
Q: How long does company registration take in Nepal?
Through the online OCR portal and prompt document submission, standard private limited company registration takes between 4 to 8 working days.
