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Company Act of Nepal, deals with the registration of a new Company by the
Nepalese citizen as well as foreign citizen., transfer of shares,
merger/amalgamation, liquidation, registration of branch/contact office of a
foreign company and all other matter for regulation of company. Company hear
means Private limited company, public limited company and Profit non sharing
company.
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Documents required for Company Registration
The person or people willing to register their company should present the
following documents in the office of the company registrar.
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An application as prescribed format along with a 5 rupees stamp attached to it.
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Two copies of Memorandum of Association.
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Two copies of Article of Association
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Attested copies of the citizenship certificates of the founder shareholders.
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In case of a public company, a copy of the agreement made among the founder
members before the establishment of the company.( if any)
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In case of a private company, a copy of the unanimous agreement (if any).
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If the founder company is a Nepali registered company, a copy of the company
registration certificate, and a copy of the decision of the Board of director
regarding details of the investment to be made upon the aspiring company, as
well as the name and a copy of the citizenship certificate of the person
representing the founding company.
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Additional documents required for Company Registration by foreigner:
A foreigner can also establish a company by receiving permission according to
the act for establishing a company by investing within the Nepal with the aim
of profit making such a foreigner should present the following additional
documents besides the ones mentioned above.
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A copy of the permit received from the concerned body to invest within the
Nepal according the existing Laws.
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In case of Industrial Company with joint venture, a copy of the joint-venture
agreement issued and registered by the department of industries.
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In case of the foreigner being a single person, an attested copy of his
passport, and in case of the foreigner being a company (legal body), an
attested copy of the company registration certificate and a copy of the
decision regarding details of the investment to be made upon the aspiring
company by the founder and an attested copy of the passport of the person
representing the founder company.
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Things to be considered while presenting the documents for company registration:
While presenting the above-mentioned documents to the office of the company
registrar for the registration of the company, the following things should be
considered:
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In case of a private company, there can be at least one and at most 50
founders. In case of a public company, there should be at least seven founder
shareholders. But if a public company is establishing another public company,
there is no need of seven founders.
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The Memorandum of Association and Article of Association should be prepared in
clear and correct Nepali language.
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Registration of Branch/ Contract office
Company Act, 2006, has opened a room for foreign company to registration of
branch/ contract office with in the Nepal. The foreign company who conducts any
business transaction for a continuous period of one month from any office
established in Nepal or any office or place used for that purpose or appoints
any person for regular contract or obtains service from any person for regular
contract, such foreign company shall be deemed to have conducted business or
established liaison office in Nepal.
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Document require for Branch/ contract office:
A foreign company can registered branch/ contract office with in Nepal. To
registered the branch/ contract office the following document are required -
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The permission or license issued by the competent authority to the foreign
company to operate business in Nepal.
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Photocopies of certificate of incorporation, memorandum of association and
articles of association.
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Photocopies of translation of certificate of incorporation, memorandum of
association and articles of association into Nepali language.
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full name and address of the registered office of the company and principal
place to its business, the date of incorporation of the company, its issued
capital and details of the main objectives.
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Details regarding nationality, name and address of the directors, manager,
company secretary or chief officer of the company
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Name and address of the representative of the company resident in Nepal
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If the company intends to operate business or transaction in Nepal, details of
the proposed investment and transaction or business to be carried out by the
Company
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If the company intends to operate business in Nepal, purpose Date of
commencement in Nepal.
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Declaration made by the directors or representative of directors on behalf of
the company that the documents and information submitted to the Office of the
company registrar are true.
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Power of Attorney
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The firm will provided the following service
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Incorporation of Private/ public company and Profit non sharing company
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Drafting of Memorandum of Association and Article of Association
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Registration of Branch/ contact office of a foreign company
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Change of share capital
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Amendment of Memorandum of Association and Article of Association
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Share transfer
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Merger/Amalgamation of company
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Liquidation of company
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Other matter relating to company law of Nepal.
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Government Fees for Company Registration - For Private Company
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| Capital |
Private Limited |
| Form |
Upto |
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1,00,000 |
1,000 |
| 1,00,001 |
5,00,000 |
4,500 |
| 5,00,001 |
25,00,000 |
9,500 |
| 25,00,001 |
1,00,00,000 |
16,000 |
| 1,00,00,001 |
2,00,00,000 |
19,000 |
| 2,00,00,001 |
3,00,00,000 |
22,000 |
| 3,00,00,001 |
4,00,00,000 |
25,000 |
| 4,00,00,001 |
5,00,00,000 |
28,000 |
| 5,00,00,001 |
6,00,00,000 |
31,000 |
| 6,00,00,001 |
7,00,00,000 |
34,000 |
| 7,00,00,001 |
8,00,00,000 |
37,000 |
| 8,00,00,001 |
9,00,00,000 |
40,000 |
| 9,00,00,001 |
10,00,00,000 |
43,000 |
| Up to 10,00,00,000 Rs 30 will be charged per 1,00,000 |
| For Public Limited Company |
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1,00,00,000 |
15,000 |
| 1,00,00,001 |
10,00,00,000 |
40,000 |
| 10,00,00,001 |
20,00,00,000 |
70,000 |
| 20,00,00,001 |
30,00,00,000 |
1,00,000 |
| 30,00,00,001 |
40,00,00,000 |
1,30,000 |
| 40,00,00,001 |
50,00,00,000 |
1,60,000 |
| Up to 50,00,00,000 per 1,00,00,000 Rs 3000 will be
charged |
| For Profit Non Sharing Company Rs 15,000 will be
charged
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| For Detail Information, Enquire
Us
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