Registration of Branch office in Nepal

Published Date: 2022-12-28

Registration of foreign Company's Branch/Liasion Office in Nepal/ Registration of Branch office in Nepal, Lawyer of registration of branch office in Nepal;

As per Section 154 (1) of the Nepalese Companies Act, 2006, no foreign company can carry out its business transaction in Nepal without registering its branch company in Nepal. A foreign branch company can only perform activities that are allowed in Nepal, similar to the objective of the foreign company. 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 regulate contact or obtains services from any person for regular communication, such foreign company shall be deemed to have conducted business or established a liaison office in Nepal.  We, Lawyer of Prime Law Associates will help you to register the foreign company's branch/liaison office in Nepal.

Documents required to register Branch/Liaison office in Nepal

  1. the permission/approval issued by the competent authority to the foreign company to operate the business in Nepal
  2. Photocopies of certificate of incorporation, memorandum of association, and articles of Association
  3. Photocopies of translation of the certificate of incorporation, memorandum of association, and  articles of association into the Nepali language with Notary Public
  4. 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
  5. Details regarding nationality, name, and address of the directors, manager, company secretary, or chief officer of the company
  6. Name and address of the representative of the company resident in Nepal
  7. 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
  8. If the company intends to operate a business in Nepal, purpose Date of commencement in Nepal
  9. 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
  10. Power of Attorney
Other required details :
  1.  Name and address of the person who is residing or staying in Nepal who is authorized by the company to receive any summons, notice, etc. issued in its name
  2. Full address of the principal place where the company carries on its transaction or business in Nepal and the place where the company is to carry on its transaction or business
  3. Details of the proposed investment and transaction
  4. Proposed Date of Commencement of its transaction in Nepal

Process & Procedure of registration:

  1. Approval to carry out the operation in Nepal – Foreign company willing to register a branch company in Nepal must have approval from the concerned government office in Nepal.
If there is an agreement with a government entity or authority to get involved in certain projects. Having an agreement with the Nepal Government makes it easier for branch companies to repatriate income and profits to the main company.
  1. Application to the OCR – After gathering all the documents, the application is filed at the Office of the Company Registrar. Firstly, the application and required documents are submitted online via OCR online portal, and afterward a physical submission of documents is required.
  2. An investigation by the OCR – OCR checks the documents and approves the foreign company to set up a branch company in Nepal and issues the certificate of registration.

Other legal registration and works :

The branch office once registered at the Office of the Company registar shall be registered at the Ward office of Metropolitan/Municipality and needs annual renewal too.  Branch offices are required to be registered at the Inland Revenue Department for tax purposes and will require to pay income tax in Nepal.  The branch office is required to appoint the auditor and prepare the annual financial statement and such statement needs to be submitted to the Office of the Company Registrar annually.

To consult or get legal advice from our expert  Registration of foreign Company's Branch/Liasion Office in Nepal/ Registration of Branch office in Nepal, Lawyer of registration of the branch office in Nepal;
Contact us at 977-01-4102849/977-9851059026, Prime Law Associates, Anamnagar, Kathmandu,, www.
This article is for informational purposes only and shall not be construed as legal advice, advertisement, personal communication, solicitation, or inducement of any sort from the firm or any of its members. The firm shall not be liable for consequences arising out of any action undertaken by any person relying on the information provided herein.


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