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Software and IT Company Registration in Nepal

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Software and IT Company Registration in Nepal

Why Register a Software or IT Company in Nepal?

Nepal’s tech sector is booming. From digital payment apps to outsourcing hubs and cloud service providers — the ecosystem is expanding rapidly. But none of this works unless your company is officially registered.

Top Reasons to Register:

  1. Legal Identity: Registering gives your company a unique corporate identity.
  2. Invoice Legally: Only registered companies can issue legal invoices with PAN/VAT.
  3. Open Bank Accounts: You can’t get a business account without a registration certificate.
  4. Participate in Government or Foreign Projects: Bidding and contracts require valid registration.
  5. IP and Brand Protection: Official status gives you control over your business name and product rights.
StructureBest ForHighlights
Sole ProprietorshipFreelancersEasy to set up, but unlimited liability
PartnershipSmall dev teamsShared ownership, profit-sharing
Private Limited (Pvt. Ltd.)Startups and scalable companiesPreferred for funding, limited liability, and branding
Public LimitedLarge-scale SaaS firmsRequires 7+ promoters and higher capital

For IT firms, Private Limited Company is the most recommended setup due to liability protection and investor appeal.

Pre-requisites for Registering an IT Company

Before jumping into registration, make sure you have:

  • Business Name (Check availability on OCR portal)
  • At least 1 director and 1 shareholder (can be the same)
  • Registered office address in Nepal
  • Capital structure (e.g., NPR 100,000 authorized capital)
  • Citizenship or passport of founders

Step-by-Step Process to Register Your IT Company in Nepal

Step 1: Decide the Business Structure
Choose the most suitable company type based on your growth plan and team setup.

Step 2: Name Reservation with OCR

  • Go to ocr.gov.np
  • Register an account
  • Submit name proposal
  • Wait 1–2 working days for approval

Pro Tip: Use words like “Tech”, “Solutions”, or “Systems” for relevance.

Step 3: Draft MOA and AOA

  • MOA (Memorandum of Association): Covers company objectives
  • AOA (Articles of Association): Covers management and operational rules

These need to be prepared and notarized.

Step 4: Submit Application to OCR
Submit the following:

  • Application form
  • MOA & AOA
  • Citizenship documents
  • Address proof
  • Passport-size photo
  • You can do this physically or online via OCR portal.

Step 5: Receive Company Registration Certificate
If everything checks out, you’ll get a Company Registration Certificate within 5–7 days.

Required Documents for IT Company Registration

DocumentRequired For
Application FormOfficial company request
Name ApprovalFrom OCR online system
MOA & AOALegal framework
Citizenship copyOf all shareholders and directors
Passport (if foreigner)For foreign stakeholders
Lease agreementProof of office
PhotoPassport-sized of director(s)

Cost And Timeframe

ItemCost (Approx.)
Name ReservationRs. 100
Company RegistrationRs. 1,000 – Rs. 9,500 (based on capital)
DocumentationRs. 2,000 – Rs. 5,000 (legal services)
PAN RegistrationFree
VAT RegistrationFree

Time: Usually 7–10 working days for full setup.

PAN and VAT Registration After Company Formation

Once you have your certificate, immediately:

  • Apply for PAN via IRD Portal
  • If expected turnover > Rs. 5 million, register for VAT
  • Get approval within 2–5 working days

Bank Account Opening & NRB Compliance

After PAN, visit any commercial bank and:

  1. Open a current account
  2. Provide company certificate, PAN, board decision
  3. For foreign payments, register with Nepal Rastra Bank (NRB) for inward remittances

Digital Infrastructure Requirements
Setting up a tech firm also means:

  • Domain registration (.np or .com)
  • Company email (preferably with GSuite or Zoho)
  • Hosting plan for your app/site
  • Basic cyber security compliance (SSL, backups, etc.)

Licensing & Data Privacy Obligations
If your app or software handles:

  • User financial data
  • Payment gateway systems
  • International data (e.g., EU users)

Then you may need:

  • NRB approval
  • ICT ministry licensing
  • Compliance with Data Protection Act (upcoming)

Common Mistakes to Avoid

  1. Choosing vague or existing business names

  2. Not submitting lease agreement

  3. Skipping PAN/VAT after company registration

  4. Using a residential address without proof

  5. Applying for wrong business type (e.g., individual PAN for Pvt. Ltd.)

Foreign Investment in Nepal’s IT Sector

Nepal allows 100% foreign investment in tech startups.

Steps:

  1. Get approval from Department of Industry (DoI)
  2. Register company with foreign shareholder details
  3. Bring investment via NRB-verified channel

Note: Foreigners must obtain a Business Visa post-registration.

Benefits from Nepal Government for IT Startups

  1. Tax rebates for startups
  2. Rent subsidies at IT Parks (e.g., Banepa, Butwal)
  3. Funding support from Youth and Small Entrepreneur Self Employment Fund
  4. Startup incubation from NITC and DoI

Conclusion
Starting a software or IT company in Nepal has never been more accessible. With digital tools, government startup support, and growing demand for tech, you can register your company in under two weeks.

Just follow the correct legal steps — from name reservation to PAN — and you'll be ready to launch a compliant and scalable IT business in Nepal.

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