1. Company Registration
a bird eye view of Nepal
Begendra Raj Sharma Paudyal
Joint Secretary
Ministry of Industry
Government of Nepal
May 10, 2011

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4. Initiation Types of
Setup an organization in 1992 to facilitate companies company
and cope of business needs, •Private limited
Guiding laws : •Public limited
• Company Act, 2006 •Profit not
• Company Administration Directives, 2009 distributing co.
New features in company law, 2006:
•Any person may come directly without
lawyers and C.A.
•Provision of company secretary (at
least 10 mill. Paid up capital
•Independent directors
•Provision for penalties
•Provision for profit not distributing
Before 1992 •Branch and liaison office of foreign
company
Company act, 1936 •Department of Industry
Company act, 1964 •Department of small and
Company act, 1996 cottage Industry
•Department of Commerce
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5.  To promote investment in industry, trade and
business sector
 To be benefitted from economic liberalization
 To carry out dynamism in economic
development of the country
 To make company registration, operation and
administration more easy, transparent and
accessible
 To facilitate & promote entrepreneur to start a
new business
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6. Functional Procedure
(A) Company Registration
Any person desirous of undertaking any enterprises through a
company is required to incorporate it with the company registrar.
Documents to be submitted for new registration:
•Memorandum of Association (MOA) and Articles of
Association (AOA) with signature affixed of each share holder
• Certified copy of citizenship for Nepalese citizen,
•Registration certificate if the promoter is body corporate
For foreign person/ company/body
•Passport and visa
•Approval of Department of Industry
•Certified copy of the incorporation and other major documents
relating to such incorporation, if the promoter is a foreign company
or body
Prior approval of designated agency if so required
( NRB - financial institutions)
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7. (B) Company administration
It includes;
• Registration of the records of the shareholders
• Registration of the record of the Board of Directors(BOD)
• Registration of the amendments to MOA and AOA
 Approval to the change of the name of the company
 Capital increase
 Changes and addition in objectives
 Changes in address of the company and address for
service
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8.  Register in different institution,
 Department of Industry,
 Department of Cottage & Small Industries
 Department of Commerce etc.
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9.  Tocope with economic liberalization, Office
of the Company Registrar setup in 1992
 ICTwas introduced as partial process of
business registration system.
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10.  Integration of ICT in business registration
sector,
 Business data - archive in digital format
 Start of registration of Profit Not distributing
Companies (Social Goals Company).
 Start to register foreign companies branch
and liaison office .
 Starting doing business from service delivery
unit
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11.  ICT is :
 Necessary tool for simplification and enhance
performance of the administration and business process .
 To achieve company data properly for the effective
service delivery.
 Required:
 Registration process should be delegated in different unit
or branches.
 Simplify the legal system for business registration.
 Main features / Substantial part should be in the primary
legislation (Act).
 Procedural part should be in secondary legislation (regulation).
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12.  Record Keeping System
 Digital
 Manual
 Capacity Building
 Human Resources
 Physical Resources
 Decentralization
 Service Unit
 Devolution
 Standardization
 Documents (MOA, AOA)
 Awareness Building
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14.  Centralized Database Repository System of
business registration
 Flexibility
 A number of details such as procedural part of
company might be dealt in secondary legislation
(Regulation)
 Unique Identifier
 For the purpose of common use among public
authorities
 Compliance
 Digital Main Streaming
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15. Highlights
12000
9979 10123 9956 10114
10000
8550 8660
8000
Nuber of Companies
6715
6377
6000 5461 5556
5231 5266
4000
2000
312
1 34 47 48 26 53 57 65 79 83 75
0
2005 2006 2007 2008 2009 2010
Private Profit Not Distributing Public Total
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16. Private Profit Not
Year Limited Distributing Public Limited Total
2000 2733 0 39 2772
2001 2833 0 41 2874
2002 4546 0 18 4564
2003 4256 1 38 4295
2004 5550 0 50 5600
2005 5231 1 34 5266
2006 5461 47 48 5556
2007 6377 26 312 6715
2008 8550 53 57 8660
2009 9979 65 79 10123
2010 9956 83 75 10114
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17.  Policy Reform
 Legal Reform
 Institutional Reform
 Structural Reform
 Procedural Reform
 Behavioral Reform
 Resource Allocation
 Institutional Capacity Building
 Individual Capacity Building
 Modernization in Process
 Cooperation and collaboration with
private sector
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