A company is an artificial person created by law. It has its own legal identity separate from its owners. This means it can buy property, sign contracts, sue or be sued, and do business like a person. However, unlike a real person, it exists only on paper and works through people like directors and employees.
Registration Process of a Company in Nepal (Under Company Act, 2063)
The Company Act, 2063 in Nepal explains how to register a company. The steps are simple and ensure the company is legally recognized.
1. Decide the Type of Company
You need to choose the type of company:
- Private Company: Limited to 50 shareholders and cannot sell shares to the public.
- Public Company: Can sell shares to the public and has unlimited shareholders.
- Non-Profit Company: Works for charity or social purposes without sharing profits.
2. Choose a Name
- Pick a unique name for your company that no one else has used.
- The name must follow the rules of the Office of the Company Registrar (OCR).
3. Prepare Necessary Documents
You need to collect and submit the following:
- Application Form: Includes details like company name, address, and objectives.
- Memorandum of Association (MOA): Explains what the company will do and its capital.
- Articles of Association (AOA): Describes how the company will operate.
- Citizenship Certificate: For all shareholders or promoters.
- Agreement Between Promoters: If there are multiple promoters.
4. Submit to the Registrar
Submit all the documents to the OCR and pay the registration fee. The fee depends on the company’s authorized capital.
5. Verification and Approval
The registrar checks the documents to ensure they meet the legal requirements. If everything is correct, they approve your application.
6. Certificate of Incorporation
Once approved, you get the Certificate of Incorporation. This certificate makes your company legal and allows it to start doing business.
7. After Registration
- Get a PAN (Permanent Account Number) for tax purposes.
- Open a company bank account.
- For public companies, publish a notice of incorporation in a national newspaper.
- Hold the first board meeting to appoint directors and make important decisions.
Registration is important
- Legal Identity: Registration gives the company its own legal status.
- Limited Liability: Owners are only responsible for their share in the company, not personal assets.
- Perpetual Succession: The company continues to exist even if the owners change or die.
- Trust and Credibility: Registered companies are more trusted by customers, investors, and banks.
- Ease of Doing Business: It allows the company to sign contracts, open bank accounts, and operate legally.
A company is an artificial person created through registration. The Company Act, 2063 explains the steps needed to register a company in Nepal. By completing the process, the company gets a legal identity and can operate as a recognized business. This makes it easier to do business, protect owners, and build trust.