Foreign Branch Office Registration in Nepal
Foreign Branch Office Registration in Nepal – Complete Guide (2025) | Safalza
If your company is a foreign entity planning to operate in Nepal, registering a foreign branch office is a mandatory legal requirement under Section 154 (1) of the Nepal Companies Act, 2006. At Safalza, we provide expert guidance and end-to-end support to foreign companies for branch office registration, ensuring full compliance with Nepali laws and smooth business operations.
What is a Foreign Branch Office in Nepal?
A foreign branch office allows an overseas company to legally conduct business activities in Nepal without incorporating a separate local company. The branch must operate within the scope of activities allowed by Nepali law and aligned with the parent company’s objectives.
According to the law, if a foreign company conducts any business or appoints representatives in Nepal for over a month, it is deemed to have established a branch or liaison office, which must be registered accordingly.
Key Legal Framework
Nepal Companies Act, 2006 (Section 154) governs foreign branch office registration.
Foreign Investment and Technology Transfer Act, 2019 applies to foreign investment projects.
Industrial Enterprises Act, 2020 covers manufacturing and industrial branch offices.
Nepal Rastra Bank Act, 2002 regulates foreign bank branches and financial institutions.
Foreign branches must comply with all applicable tax, employment, and foreign exchange regulations.
Requirements for Foreign Branch Registration
To register a branch office in Nepal, foreign companies must fulfill the following:
Parent company must be legally registered and in good standing abroad.
Appointment of a local representative with power of attorney in Nepal.
Meet the minimum capital requirements prescribed by the Department of Industry (DOI).
Activities must comply with Nepal’s foreign investment policies.
Obtain necessary approvals from Nepalese authorities.
Have a physical local office address in Nepal.
Submit documents such as the parent company’s incorporation certificate, MOA, AOA, and their notarized Nepali translations.
Maintain proper accounting and financial records in Nepal.
Documents Required for Branch Registration
Approval letter from the Department of Industry (DOI).
Certified copies of Certificate of Incorporation, Memorandum, and Articles of Association (with Nepali translations).
Details of parent company: registered office, date of incorporation, capital, business objectives.
Information on directors, managers, company secretary, or chief officer.
Local representative’s name and address in Nepal.
Power of Attorney authorizing local representative.
Declaration affirming accuracy of submitted information.
Lease agreement for the Nepal office.
Details on proposed investment, business activities, and commencement date.
Step-by-Step Process for Registering a Foreign Branch Office
Step 1: Obtain DOI Approval
Submit an application with details about your business activities, capital investment, and other required information. The DOI reviews and issues an approval letter.
Step 2: Register at the Office of Company Registrar (OCR)
Submit DOI approval along with supporting documents. OCR verifies and issues the branch registration certificate.
Step 3: Tax Registration
Apply for PAN (Permanent Account Number) and VAT registration (if turnover exceeds threshold) at the Inland Revenue Department.
Step 4: Open Bank Account
Open a commercial bank account in Nepal in the branch’s name. NRB approval is required for foreign currency accounts.
Step 5: Register with Local Municipality
Submit documents to local municipality to obtain a business operating license.
Step 6: Additional Registrations
Register with local ward office and ensure annual renewals.
Types of Foreign Branch Offices
Commercial Branch Offices: Allowed to conduct revenue-generating business and repatriate profits after tax.
Representative Offices: Limited to liaison activities; cannot generate income.
Project Offices: Temporary offices for specific projects; close after project completion.
Registration Fees and Timeline
Fee Type Cost (NPR)
DOI Application Fee 20,000
Company Registration Fee 100,000 (branch), 50,000 (liaison)
PAN Registration Fee 1,000
VAT Registration Fee 1,000
Municipality Registration Fee 2,000 – 5,000 (varies by area)
Timeline: The entire process typically takes 4 to 8 weeks, with DOI approval in 2–3 weeks, OCR registration in 1–2 weeks, and other registrations within 1–2 weeks.
Compliance & Post-Registration Requirements
Appoint an auditor and prepare annual financial statements.
Submit annual reports to the OCR.
Comply with tax filing, labor laws, and foreign exchange regulations.
Renew branch registration and local licenses annually.
Why Choose Safalza for Your Foreign Branch Registration?
At Safalza, we combine deep local expertise with international experience to simplify your branch office registration:
Personalized legal advice tailored to your industry.
Complete document preparation and application management.
Direct liaison with government agencies for faster approvals.
Support with tax registrations, bank accounts, and compliance.
Transparent pricing and timely updates throughout the process.
Let us help you establish your foreign branch office in Nepal smoothly and legally.