We register IT firms in Nepal, ensuring compliance with the Company Act 2063, Department of Industry, NTA and NRB requirements. Our lawyers handle documentation, licensing and ongoing statutory filings so you can launch without regulatory delays.
IT company registration in Nepal is the statutory process of forming a corporate entity under the Company Act 2063, securing required approvals from the Office of Company Registrar, Department of Industry, Nepal Telecommunication Authority, and, where applicable, Nepal Rastra Bank, while ongoing compliance involves regular filings with the Inland Revenue Department and sector‑specific regulators.
What does IT company registration and compliance involve under Nepali law?
Registration creates a legal entity that can own assets, enter contracts and hire staff. Compliance means maintaining the licences, tax registrations and periodic reports demanded by the Office of Company Registrar (OCR), Department of Industry (DoI), Nepal Telecommunication Authority (NTA), Nepal Rastra Bank (NRB) and the Inland Revenue Department (IRD).
When is a lawyer essential for IT company registration in Nepal?
A lawyer becomes crucial whenever:
- Regulatory licensing delays – NTA or NRB request additional technical data.
- Foreign investment restrictions – FITTA approval is required if foreign shareholding exceeds 49 %.
- Document inconsistencies – Mismatched details between the MOA, share certificates and tax forms cause OCR or IRD rejections.
- Shareholder disputes – Equity‑split disagreements need legally enforceable resolutions.
- Compliance notices – IRD, NTA or DoI notices about missing filings must be addressed promptly.
- Signature issues – OCR often returns applications lacking original signatures.
How to Register an IT Company in Nepal: Step‑by‑Step Guide
- Name reservation & preliminary due‑diligence – Submit a name search to the OCR and verify that the proposed object clause aligns with the DoI’s list of permissible IT activities.
- Draft Memorandum & Articles of Association – Include clauses on share capital, foreign‑shareholding limits and technology‑transfer provisions to satisfy the Company Act 2063 and FITTA where needed.
- File with the Office of Company Registrar – Provide the signed MOA, AoA, statutory forms and the registration fee. OCR issues the Certificate of Incorporation, which triggers PAN issuance from the IRD.
- Obtain industry licence from the Department of Industry – Submit the incorporation certificate, detailed business plan and proof of paid capital; a bank clearance letter is often required.
- Secure sector‑specific licences (if applicable)
- NTA – Required for internet service provision, data‑centre operations or telecom‑related services. Submit technical specifications and pay the applicable fee; the technical review may take up to four weeks.
- NRB – Required for fintech, payment‑gateway or digital‑wallet services. Obtain a Payment Service Operator licence, complying with AML and capital requirements.
- Register for tax with IRD – Obtain a PAN and, if turnover exceeds NPR 5 million, register for VAT. IRD may hold PAN issuance until the bank account statement is verified.
- Post‑incorporation compliance – Maintain statutory registers, file annual returns with OCR, submit audited financial statements to IRD, and renew NTA/NRB licences on schedule.
foreign investment approval process
company registration in Nepal
What are the fees and timeline for IT company registration in Nepal?
Legal fees vary with corporate structure, number of foreign shareholders and required sector licences.
- Basic incorporation + industry licence: NPR 80,000 – NPR 150,000
- Fintech or telecom licences: Additional NPR 200,000 – NPR 500,000
The entire process typically takes 3 to 8 weeks. Delays often arise from missing signatures, pending FITTA approval for royalty arrangements, additional technical documents requested by NTA, or IRD backlogs for PAN/VAT issuance.
Common mistakes and compliance risks for IT firms
- Incorrect object clause – A generic “IT services” description can be rejected by the DoI.
- Missing sector licences – Operating an ISP without NTA approval leads to enforcement actions and service blocking.
- Incomplete tax registration – Failure to register for VAT exposes the company to retroactive assessments and interest.
- Overlooking foreign‑investment caps – Exceeding the 49 % foreign equity limit without FITTA clearance can result in licence cancellation.
- Neglecting annual returns – Late filing with OCR attracts a fine of NPR 5,000 per day and may jeopardise legal standing.
- Licence renewal lapses – Not renewing NTA or NRB licences on time suspends the regulated activity.
What clients receive after successful registration
- Certified Certificate of Incorporation and PAN/VAT certificates.
- Approved Industry licence from the Department of Industry.
- Tailored Memorandum & Articles of Association.
- Copies of NTA or NRB licences (if applicable) and a compliance checklist for ongoing obligations.