How to Register a Company as a Sole Owner in Nepal

Can One Person Register a Company in Nepal?

Yes. Section 3 of the Companies Act, 2063 allows any individual to incorporate a private limited company on their own. The company becomes a separate legal entity — it can own property, sign contracts, and sue or be sued independently of the founder.

This means you get limited liability protection: your personal assets (house, land, savings) are shielded from business debts. Your risk is limited to the capital you invest in the company.

Private Ltd (Sole Owner) vs. Proprietorship

The Registration Process (via CAMIS)

Since Shrawan 1, 2081 (July 16, 2024), all company registrations go through the CAMIS portal at ocr.gov.np. Here's how the process works:

Step 1: Create Your CAMIS Profile

Register on the portal with your email and mobile number (verified via OTP). Upload your scanned citizenship certificate and passport-sized photo.

Step 2: Reserve a Company Name

Submit your proposed name in both English and Nepali. The name must end with "Private Limited" (Pvt. Ltd.), be unique, and not be offensive. Approval takes 24–48 hours. The name stays reserved for 35–90 days.

Step 3: Prepare and Upload Documents

• Memorandum of Association (MOA) — your company's charter (name, address, objectives, capital)
• Articles of Association (AOA) — internal governance rules. Sole founders can adopt the government-prescribed format under Section 4(2), saving drafting costs.
• Citizenship certificate and photo of the founder
• Office address proof — land ownership certificate (Lalpurja) or lease agreement
• Witness details — at least one witness must sign the MOA/AOA

All documents must be notarized and uploaded as PDFs.

Step 4: Pay Government Fees

Pay online via eSewa, Khalti, or ConnectIPS. The fee depends on your authorized capital:

Additional costs: name reservation (~NPR 100–500), gazette publication (NPR 600), digital certificate (NPR 1,000), notarization (NPR 500/doc), company seal (NPR 500–1,500).

Step 5: OCR Review and Certificate

The OCR reviews your application. If there are discrepancies, they'll post comments on your CAMIS dashboard. Once approved, you can download your Certificate of Incorporation digitally.

After Registration: What's Next?

PAN Registration (Mandatory)

Apply for a Permanent Account Number through the IRD Taxpayer Portal. You'll need to visit the Inland Revenue Office once for biometric verification (fingerprints + photo). The PAN is required before you can conduct any business transactions.

VAT Registration (If Applicable)

Some sectors (hardware, electronics, catering, liquor, health clubs) require VAT registration regardless of turnover.

Ward Office Registration

Register at your local Ward Office with your OCR certificate, PAN certificate, and rent agreement. You'll pay house rent tax (10% of monthly rent, typically 4–6 months in advance) and an annual business tax (NPR 5,000–15,000).

Bank Account

Open a corporate bank account with your incorporation certificate, MOA/AOA, PAN certificate, board resolution, and share registry. Deposit your paid-up capital.

3-Month Compliance Window

Within 3 months of incorporation, you must:

• Formally notify the OCR of your registered office address (Section 184)
• Appoint a licensed auditor (RA or CA) and notify the OCR
• Record your consent to act as Managing Director in the minute book

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