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Business Advisory Nepal: Setting Up and Running a Company

What business advisory in Nepal covers, the practical sequence for establishing a company, the obligations that continue afterwards, and where businesses most often get stuck.

August 11, 2026
RegistrationOCROffice of the Company Registrar
IndustryDOIDepartment of Industry, and IBN for large projects
Foreign exchangeNepal Rastra BankRecords inbound capital and permits repatriation
TaxIRDPAN, VAT and annual returns

Business advisory sits between the disciplines. A lawyer answers what the law permits and an accountant answers what the numbers say, but somebody has to decide what the business should actually do, in what order, and with which trade-offs accepted. In Nepal that sequencing question matters more than in many markets, because approvals run one after another rather than in parallel, and a step taken out of order can be expensive to unwind. This guide sets out what business advisory covers here, the practical sequence of establishing and running a company, and where businesses most often get stuck.

What business advisory covers

Market entry

Assessing whether the sector is open, what ownership is permitted, and which vehicle fits the commercial plan.

Entity and structuring

Company, branch or liaison office, shareholding, and the governance that will still work at three times the size.

Licensing and approvals

Mapping every permission the activity requires, and the order in which they must be obtained.

Operational setup

Banking, payroll, Social Security Fund registration, statutory policies and the records regulators expect.

Growth and transactions

Raising capital, entering joint ventures, acquiring or restructuring as the business scales.

Exit and restructuring

Selling, winding down or reorganising, including how value is repatriated.

The practical sequence

Most establishment problems are sequencing problems. This is the order that generally works.

  1. Confirm the sector is open and what foreign ownership, if any, is permitted before committing to a plan.
  2. Choose the vehicle against tax, liability and reporting consequences, not just setup cost.
  3. Obtain investment approval where foreign capital is involved, before the money moves.
  4. Incorporate with the Company Registrar and register with the Department of Industry where required.
  5. Register for tax, obtain a PAN, and add VAT where the activity requires it.
  6. Complete sector licensing and local ward or municipality registration.
  7. Open banking and bring capital in through the formal channel, recorded so repatriation remains possible.
  8. Set up payroll and Social Security Fund registration before the first hire, not after.

What continues after setup

Establishment is a project; compliance is a rhythm. The obligations that recur every year include statutory audit, the income tax return, filings with the Company Registrar, the annual general meeting, and periodic VAT and withholding returns. Employment brings its own continuing duties around contracts, records and Social Security Fund contributions.

Businesses that treat these as an annual scramble pay more for them and get less from them. Our guides to financial advisory in Nepal and legal services in Nepal cover each side in more detail.

Where businesses get stuck

  • Money arriving before approval. Capital brought in informally is very difficult to repatriate later, whatever the paperwork says afterwards.
  • Planning on the calendar year. The fiscal year runs Shrawan to Ashad, so budgets and audits fall where foreign parents do not expect them.
  • Assuming a sector is open. Restricted lists change, and eligibility is decided by the actual activity rather than the description in your business plan.
  • Hiring before the framework exists. Contracts, policies and Social Security Fund registration are far cheaper to establish before the first employee than to retrofit.
  • Treating licences as one event. Many require renewal, and lapses surface at the worst moment, usually during diligence.
  • Splitting legal and financial advice. Where the two are commissioned separately, reconciling them falls to the client.

Choosing a business adviser

  • Ask for the sequence, not the list. Anyone can name the registrations. Value lies in knowing what blocks what.
  • Check they have done your sector. Energy, education, banking and hospitality carry very different approval paths.
  • Establish who executes. Advice that stops at recommendation leaves the hardest part with you.
  • Confirm both disciplines are covered. Structuring decisions are simultaneously legal and fiscal.
  • Agree what happens after year one. Establishment is the easy part; the compliance rhythm is where most value is won or lost.

What business advisory costs

  • Project fee for a defined establishment or market entry mandate.
  • Monthly retainer covering compliance, filings and routine questions once trading.
  • Transaction fee for fundraising, acquisitions or restructuring.
  • Hourly for open-ended strategic questions.

Government charges, registration fees, notarisation and translation are normally billed separately. On foreign investment mandates these are material, so ask for them to be estimated up front rather than discovered later.

Frequently asked questions

How long does it take to establish a business in Nepal?

A straightforward domestic company is usually a matter of weeks. Where foreign investment approval and sector licensing are required, allow considerably longer, because the approvals run in sequence rather than together.

Do I need a physical office to register?

A registered address in Nepal is required, and certain licences depend on premises that meet sector conditions. Confirm the requirement for your activity before signing a lease.

Can I run the company from outside Nepal?

Foreign shareholding and non-resident directors are common, but statutory filings, banking and tax obligations still have to be met locally, which in practice requires a resident presence or an appointed adviser.

What is the difference between business advisory and consulting?

In Nepal the terms are used loosely. What matters is whether the adviser can execute regulatory and compliance work as well as recommend a strategy, or whether you will need a second provider to implement.

When should we move from an adviser to in-house staff?

Usually when routine questions arise weekly rather than occasionally. Most companies keep an external firm alongside for transactions and specialist matters even after hiring internally.

Can you help if the company is already established?

Yes. A large part of business advisory work is remediation: correcting structures, filings and records that were set up quickly and now constrain financing or a sale.

Speak to our team

Reliance Corporate Advisors provides business advisory in Nepal to investors, founders and established companies, with corporate lawyers and Chartered Accountants working together from offices in Lalitpur. Explore our legal and financial advisory services, read about foreign investment and company incorporation or regulatory and transactional advisory, or get in touch.

This guide is general information, not professional advice. Nepali law and regulatory practice change frequently and their application depends on your circumstances, so take advice on the facts before acting.