How much does it cost to open a trading company in Nepal? The trading company registration in Nepal process involves more steps than a standard company. An OCR registration, tax setup, ward registration, Department of Commerce filing, and an EXIM code are all required. Therefore, a complete budget must be planned before any application is filed.
Trading is one of Nepal's most active business sectors. Goods are imported from India, China, and beyond. Nepali products are exported worldwide. Consequently, the government has built a structured licensing system around it. The good news: the total government cost is lower than most entrepreneurs expect. The challenge: every step must be completed in the correct sequence.
In this guide, every fee, document, and deadline involved in trading company registration in Nepal will be presented in plain tables. First, the legal framework will be covered. Then, the nine-step process will be explained. After that, the complete cost breakdown and compliance calendar will be detailed. Finally, frequently asked questions will be answered.
What Is Trading Company Registration in Nepal?
Trading company registration in Nepal is the legal procedure through which a business is authorized to buy and sell goods — both domestically and across borders. It is completed in two layers. First, the company itself is registered. Second, trade-specific licenses are obtained.
Governing Legal Framework
The process is anchored in several laws. The Companies Act, 2063 governs company registration at the OCR. The Export Import (Control) Act and its regulations govern the EXIM code. The Value Added Tax Act, 2052 and Income Tax Act, 2058 govern tax registration. Meanwhile, the E-Commerce Act, 2081 applies when trading is conducted online.
What a Registered Trading Company Can Do
A fully registered trading company may import goods, export Nepali products, sell domestically, open letters of credit, and clear customs in its own name. However, none of these activities may begin until the EXIM code is issued. As a result, the trade license stage is the true operational milestone.
Step-by-Step Trading Company Registration Process in Nepal
The complete trading company registration process in Nepal is completed in nine stages. Each stage and its output are listed below.
Step 1: Company Registration at the OCR
First, a private limited company is registered at the Office of the Company Registrar through CAMIS. Name reservation, MOA/AOA drafting, and document upload are completed. The MOA objectives must include trading, import, and export activities. Otherwise, the EXIM code cannot be obtained later. This stage takes 7 to 10 days.
Step 2: PAN and VAT Registration
Next, a Permanent Account Number is obtained from the Inland Revenue Department. VAT registration follows. For trading companies, VAT registration is effectively mandatory from the outset — a VAT certificate is required for the EXIM code application.
Step 3: Ward Office Registration
Then, the business is registered at the local ward or municipality office. The office lease agreement is submitted. House rent tax at 10% of one month's rent is collected for 4 to 6 months upfront.
Step 4: Bank Account and Capital Injection
Afterwards, a corporate bank account is opened with an A-class commercial bank. Paid-up capital is injected. For the EXIM code, a minimum paid-up capital of NPR 10,00,000 is required. For wholesale import and export operations, the minimum rises to NPR 60,00,000.
Step 5: Share Registry Update
The share register is filed with the OCR after capital injection. This document proves the capital requirement and is demanded during the EXIM application.
Step 6: Bank Guarantee of NPR 3,00,000
A bank guarantee of NPR 300,000 is obtained from an A-class commercial bank. The original guarantee certificate is submitted to the customs authority. It functions as a security deposit and remains valid for a prescribed period.
Step 7: Department of Commerce Registration
The company is then registered with the Department of Commerce, Supplies and Consumer Protection. The government fee at this stage depends on the company's capital.
Step 8: Tax Clearance Certificate
A tax clearance certificate from the Inland Revenue Department is obtained. This certificate must be current — covering the latest fiscal year. Without it, the EXIM application is not accepted.
Step 9: EXIM Code Issuance
Finally, the EXIM code application is submitted. Once all prerequisites are complete, the code itself is issued within 15 to 20 minutes. However, the full trading company registration in Nepal takes 30 to 45 days from start to finish.
Documents Required for Trading Company Registration in Nepal
Proper documentation is the single biggest factor in speed. The complete checklist is provided below.
| Document | Stage | Notes |
|---|---|---|
| Application letter with signature | EXIM | Prescribed format |
| Company registration certificate | All stages | Copy self-attested |
| MOA and AOA | OCR + EXIM | Trading objectives mandatory |
| Citizenship copies of directors/shareholders | OCR | Attested |
| PAN and VAT registration certificates | EXIM | VAT mandatory for traders |
| Tax clearance certificate | EXIM | Current fiscal year |
| Board resolution for EXIM application | EXIM | Minute of decision |
| Share register from OCR | EXIM | Proves capital injection |
| Original bank guarantee (NPR 300,000) | EXIM | A-class bank only |
| Bank recommendation letter with photo | EXIM | Schedule 2 format |
| Department of Commerce registration | EXIM | With renewal if needed |
| Office location map | EXIM | Clearly marked premises |
| Lease agreement | Ward + EXIM | Registered lease preferred |
| Excise permit (if excisable goods) | EXIM | Product-specific |
All documents should be self-attested or notarized. Meanwhile, the bank guarantee must be an original — photocopies are rejected.
Trading Company Registration Cost in Nepal: Complete Breakdown
The trading company registration cost in Nepal is often underestimated because fees are scattered across five authorities. Every component is consolidated below.
| Cost Item | Amount (NPR) | Authority |
|---|---|---|
| Name reservation | 600 | OCR |
| OCR registration fee (up to NPR 10 lakh capital) | 9,500 | OCR |
| OCR registration fee (NPR 10 lakh – 1 crore) | 16,000 | OCR |
| Stamp duty and notarization | 1,000 – 3,000 | Notary |
| PAN registration | Free | IRD |
| VAT registration | 1,000 | IRD |
| Ward office registration | 10,000 – 20,000 | Municipality |
| House rent tax (10% of rent × 4–6 months) | Varies | Municipality |
| Department of Commerce registration | Capital-based | DoCSCP |
| Bank guarantee (NPR 3 lakh — refundable security) | Guarantee charges only | Bank |
| Professional service fees | 20,000 – 75,000 | Service provider |
| Realistic cash cost (excluding capital and guarantee) | NPR 60,000 – 1,50,000 | — |
| Minimum paid-up capital for EXIM | NPR 10,00,000 | Bank deposit |
| Minimum paid-up for wholesale import/export | NPR 60,00,000 | Bank deposit |
Two points deserve emphasis. First, the NPR 3 lakh bank guarantee is a refundable security, not a fee — only bank charges are paid. Second, the paid-up capital remains the company's own money in its account. Consequently, the true sunk cost of trading company registration in Nepal is typically under NPR 150,000.
OCR Fee Slab for Trading Companies
Since most trading companies incorporate with capital between NPR 5 lakh and NPR 1 crore, the relevant OCR slabs are shown below.
| Authorized Capital (NPR) | Registration Fee (NPR) |
|---|---|
| Up to 1,00,000 | 1,000 |
| 1,00,001 – 5,00,000 | 4,500 |
| 5,00,001 – 25,00,000 | 9,500 |
| 25,00,001 – 1,00,00,000 | 16,000 |
| 1,00,00,001 – 2,00,00,000 | 19,000 |
| Above 10,00,00,000 | 43,000 + 30 per additional 1,00,000 |
A capital of NPR 10 lakh to 25 lakh is most practical for trading companies. It satisfies the EXIM minimum while keeping the OCR fee at NPR 9,500. However, wholesale importers should incorporate with NPR 60 lakh or more from the beginning. Increasing capital later requires a separate OCR filing and fee.
Online Trading and E-Commerce Compliance in Nepal
When goods are sold online, additional obligations are triggered. The E-Commerce Act, 2081 and the E-Commerce Regulations require online sellers to register with the Ministry of Commerce and display registration details on their platforms. Consumer protection rules, return policies, and grievance mechanisms must be maintained.
Furthermore, social media-based trading pages are increasingly being required to formalize as registered businesses. Therefore, the trading company structure — rather than an informal page — is strongly advised for any serious online seller.
Post-Registration Compliance for Trading Companies in Nepal
Registration is followed by a fixed compliance calendar. Missing deadlines multiplies costs through penalties.
| Compliance Item | Deadline | Authority |
|---|---|---|
| Auditor appointment | Within 3 months of registration | OCR |
| Annual return filing | Within 6 months of FY end | OCR |
| Share register update | Within 1 month of capital payment | OCR |
| Income tax return | Within 3 months of FY end | IRD |
| Advance tax (40%/70%/100%) | Throughout the year | IRD |
| VAT returns | Monthly or bi-monthly | IRD |
| Ward renewal | Every fiscal year | Municipality |
| EXIM code validity | Annual (Shrawan–Ashadh) | DoCSCP/Customs |
| Tax clearance renewal | Every fiscal year | IRD |
| SSF registration | Upon first employee | Social Security Fund |
The EXIM code lapses if renewals and tax clearances are not maintained. Moreover, operating with a lapsed code exposes the company to penalties under the Export Import (Control) Act. Consequently, a standing compliance retainer is a sound investment.
Common Mistakes in Trading Company Registration in Nepal
Costs escalate through predictable errors. First, MOA objectives are drafted without import-export language. This single omission blocks the EXIM code entirely. Second, capital is injected below the NPR 10 lakh threshold. The share register then fails the customs verification.
Third, the bank guarantee is issued by a non-A-class institution. It is rejected, and the application restarts. In addition, tax clearance is obtained before all prior filings are settled — an incomplete clearance is treated as no clearance. Finally, renewals are missed after registration, converting a small annual fee into penalties and license suspension.
Why Choose Attorney Nepal Pvt Ltd?
The trading company registration process in Nepal spans the OCR, IRD, ward office, bank, Department of Commerce, and Department of Customs. At Attorney Nepal Pvt Ltd, every stage is handled under one engagement. MOA drafting with correct trading objectives, capital structuring for the EXIM threshold, guarantee coordination, and the full compliance calendar are delivered end to end. A written, itemized quotation is provided before work begins.
Call to action: Contact Attorney Nepal Pvt Ltd today for a free consultation. Your trading company — with EXIM code — can be fully operational within 30 to 45 days at a predictable, all-inclusive cost.
References
For verification of every fee and requirement in this guide, the following official and authoritative sources are linked directly:
- Office of the Company Registrar, Nepal — company registration and CAMIS portal
- Department of Commerce, Supplies and Consumer Protection — EXIM code and trade licensing
- Department of Customs, Nepal — customs registration and ASYCUDA system
- Nepal Trade Information Portal — procedures, tariffs, and commodity requirements
- Inland Revenue Department, Nepal — PAN, VAT, and tax clearance
- Ministry of Industry, Commerce and Supplies — trade policy and regulation
- U.S. International Trade Administration — Nepal Guide — import documentation requirements
- Nepal Rastra Bank — foreign exchange and LC procedures
Disclaimer
This article is provided for general informational purposes only. Government fees, capital thresholds, and trade regulations in Nepal are revised periodically through budget announcements and gazette notifications. Therefore, the latest official schedules must be verified, and a licensed legal professional should be consulted before trading company registration in Nepal is initiated. No liability is accepted for actions taken based solely on this content.
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Questions
What is the minimum capital for a trading company in Nepal?
For a standard trading company with an EXIM code, NPR 10,00,000 paid-up capital is required. For wholesale import and export operations, NPR 60,00,000 is the minimum.
How much does trading company registration cost in Nepal?
The realistic cash cost — including OCR, ward, tax, and professional fees — is NPR 60,000 to 1,50,000. This excludes the refundable NPR 3 lakh bank guarantee and the paid-up capital itself.
How long does the full process take?
Typically 30 to 45 days. The EXIM code itself is issued within 15 to 20 minutes once all prerequisites are complete.
Which authority issues the EXIM code in Nepal?
The Department of Commerce, Supplies and Consumer Protection issues the EXIM code in coordination with the Department of Customs.
Is VAT registration mandatory for a trading company?
Yes, in practice. A VAT certificate is required for the EXIM code application, and trading turnover almost always crosses the registration threshold.
Can a foreigner register a trading company in Nepal?
Retail trading is restricted under the FITTA negative list. However, manufacturing-oriented trading, wholesale export operations, and sector-specific ventures may be structured with foreign participation through the DOI approval route.
Is the NPR 3 lakh bank guarantee refundable?
Yes. It is a security deposit held by the bank. Bank guarantee charges are the only actual cost. The deposit is released when the code is surrendered properly.
Can I register a trading company from outside Kathmandu?
Yes. OCR registration is fully online through CAMIS. Ward registration and DoC coordination are completed in the relevant province.
What happens if the EXIM code is not renewed?
The code lapses. Customs clearance in the company's name stops, and penalties under the Export Import (Control) Act may be imposed for continued trading.
Do I need a separate license to sell online?
A registered trading company may sell online. However, E-Commerce Act, 2081 compliance — including MoC registration and consumer protection disclosures — is additionally required for e-commerce operations.
This article is for general informational purposes only and does not constitute legal advice. For advice on your specific situation, please contact Attorney Nepal directly.
