Learn the process of registering an import-export company in Nepal as an Indian citizen or business, including cross-border trade requirements.
What Is Import Export Company Registration
Import-export company registration refers to the legal process of establishing a business entity in Nepal that is permitted to engage in cross-border trade with India. This includes obtaining the necessary permits, licenses, and registrations from both Indian and Nepali authorities. In Nepal, such businesses are registered either as a private limited company or as a branch office, depending on the business structure.
Registration ensures the entity complies with laws under the Companies Act, 2063 (2006) of Nepal and obtains recognition from the Department of Industry or the Office of Company Registrar (OCR). Additionally, trade-related registration is governed by the Imports and Exports (Control) Act, 2013 (1956).
Businesses must acquire a Taxpayer Identification Number (PAN), register for VAT, and secure an Import Export Code (EXIM Code) from the Department of Customs in Nepal.
How India-Nepal Cross Border Trade Works
Trade between India and Nepal functions under bilateral treaties such as the India-Nepal Treaty of Trade (revised in 2009), which allows duty-free trade for specified goods with a Certificate of Origin. The open border allows ease of logistics but requires documentation and regulatory compliance.
Goods can be transported by road, rail, and inland water transport under protocols established between the two nations. Customs clearance is handled by the Department of Customs Nepal and Indian Customs.
Banking transactions must follow the guidelines of the Foreign Exchange Regulation Act of both countries and be routed through authorized banks.
What Are the Basic Eligibility Requirements
To register an import-export business in Nepal by Indian nationals or companies, the following eligibility conditions must be met:
The applicant must be 18 years or older.For individuals, valid identification documents including passport and visa are required.A registered office address in Nepal is mandatory.A minimum capital requirement as defined under Companies Act, 2063.In case of a foreign company branch, approval from the Department of Industry is required.The investment should comply with the Foreign Investment and Technology Transfer Act, 2075 (2019) and be approved by the Nepal Rastra Bank.
What Documents Are Needed for Registration
The required documents differ slightly for individuals and corporate entities. Common documents include:
For Individual Applicants:
Valid passport and visaPhotograph (passport size)Lease agreement or proof of address in NepalPAN application formBusiness planFor Companies (Branch/Subsidiary):
Certificate of incorporation (parent company)Board resolution for business setupMemorandum and Articles of AssociationPower of AttorneyLease agreement or ownership proof for the registered officeAudit report of parent companyAll documents must be translated into Nepali or English and notarized.
How to Prepare a Business Plan Document
A business plan is required for approval from both the Department of Industry and the Nepal Rastra Bank. It must include:
Executive summary of businessDetails of proposed goods/services for import/exportInvestment structure and financial forecastsEmployment generation detailsBusiness objectives and timelineMarket analysis and SWOTEnvironmental compliance (if applicable)The plan should follow the format specified by the Department of Industry and be signed by the applicant.
Where to Submit Company Registration Application
Applications for company registration must be submitted to:
Office of the Company Registrar (OCR) – for private limited company formationDepartment of Industry (DOI) – for foreign investment approval and branch office registrationOnline application portals:
www.ocr.gov.npwww.doind.gov.npAdditional approvals such as PAN registration are submitted to the Inland Revenue Department. Customs registration is done with the Department of Customs Nepal.
How Long Company Registration Takes
The typical timeline for registering an import-export company in Nepal is as follows:
Company name reservation: 1-2 working daysApplication review and approval: 7-10 working daysPAN registration: 2-3 working daysForeign investment approval: 2-4 weeksCustoms registration: 1-2 weeksTotal duration: 2 to 6 weeks, depending on the type of entity and completeness of documents.
What Is the Total Cost Involved
The total cost depends on business type and includes:
Legal and documentation fees: NPR 10,000 – NPR 20,000Notary and translation charges: NPR 5,000 – NPR 15,000Government registration fees: NPR 15,000 – NPR 50,000Professional service charges: NPR 20,000 – NPR 50,000Total Estimated Cost: NPR 50,000 – NPR 135,000
Additional costs may include bank charges, courier fees, and other incidental expenses.
What Are Nepal's Government Fees
Government-imposed fees vary by capital size:
Registration fee (OCR): Based on authorized capitalPAN/VAT fee: Minimal processing chargeEXIM Code fee: NPR 500 – NPR 1,000Foreign investment processing: NPR 10,000 – NPR 20,000Refer to Companies Regulations, 2065 (2008) for latest fee brackets.
How to Get a PAN/VAT Registration
After incorporation:
Submit PAN application to Inland Revenue DepartmentProvide company registration certificate, MOA/AOASubmit office lease agreement and director detailsFor VAT, apply separately if turnover exceeds NPR 2 million annuallyApplications can be done at the nearest Inland Revenue Office or online through ird.gov.np
Which Indian and Nepali Laws Apply
Relevant laws include:
In Nepal:
Companies Act, 2063Foreign Investment and Technology Transfer Act, 2075Imports and Exports (Control) Act, 2013Income Tax Act, 2058Customs Act, 2064In India:
Foreign Exchange Management Act (FEMA), 1999Indian Companies Act, 2013 (if applicable)Customs Act, 1962These regulate operations, investment, compliance, and taxation.
Which Authorities Handle Company Registration
The primary authorities include:
Office of Company Registrar (OCR) – company registrationDepartment of Industry (DOI) – foreign investment approvalInland Revenue Department (IRD) – PAN and tax-related registrationNepal Rastra Bank (NRB) – approval for foreign currency investmentDepartment of Customs – trade registrationSupport may be required from Nepal Investment Board (NIB) for large-scale projects.
How to Open a Cross-Border Bank Account
To facilitate trade:
Open current account in a commercial bank in NepalProvide company documents, PAN, VAT certificateApply for foreign currency account (FCA) for transactions with IndiaObtain approval from NRB for large transfersEnsure KYC and compliance with anti-money laundering guidelinesAuthorized banks include Nabil Bank, Standard Chartered, and Nepal SBI.
What Is the Post-Registration Compliance
After registration:
File annual returns with OCRSubmit audited financial statements yearlyRenew trade license and VAT annuallyMaintain import/export transaction recordsComply with customs declaration and reporting normsMaintain employee records and tax deductionsNon-compliance may attract penalties under respective Acts.
What Is the Final Registration Checklist
- Company Name Approval
Preparation of MOA/AOASubmission of Incorporation DocumentsForeign Investment Approval (if applicable)PAN/VAT RegistrationEXIM Code ApplicationCustoms Department RegistrationBank Account SetupLease Agreement RegistrationTax Registration with IRDEmployee Registration (if hiring)Business Plan SubmissionLegal Translation and NotarizationPayment of All FeesFiling of Initial ReturnsFAQs
What is the cost of registration?
Registration costs range from NPR 50,000 to NPR 135,000. This includes legal fees, government charges, notary fees, and professional service expenses. The final cost depends on the nature of the business and its capital structure.
How long does approval take?
It takes about 2 to 6 weeks to get full approval. The timeline includes company registration, tax registration, foreign investment clearance, and trade licensing depending on the business type.
Can an Indian own a Nepali company?
Yes, Indian citizens can legally own a company in Nepal. This is allowed under the Foreign Investment and Technology Transfer Act, 2075 and subject to approval by Nepal Rastra Bank and the Department of Industry.
Do I need a local Nepali partner?
No, a local Nepali partner is not mandatory for foreign investors. 100% foreign ownership is allowed in most sectors unless restricted by government regulation or sector-specific laws.
Which documents are mandatory?
You will need identity proof, passport, MOA, AOA, lease agreement, board resolution, and tax registration forms. All must be notarized and submitted to respective authorities.
Is VAT registration necessary?
VAT registration is necessary only if your annual turnover exceeds NPR 2 million. If applicable, you must apply through the Inland Revenue Department and file regular VAT returns.
Can I operate in both countries?
Yes, with proper registration, an entity can operate in both India and Nepal. However, each operation must comply with the respective country's laws and tax regulations.
What is the process for license?
The licensing process includes company registration, EXIM code application, PAN/VAT registration, and customs registration. Documents must be submitted to OCR, IRD, DOI, and Department of Customs.
How to register a company online?
Visit www.ocr.gov.np to begin the registration process. Fill the online form, upload documents, and pay applicable fees. Follow up with physical submission as required.
Who are the approval authorities?
Approval authorities include the OCR, DOI, NRB, IRD, and Department of Customs. These bodies ensure compliance with business, trade, investment, and tax laws.
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