Partnership company registration in Nepal involves registering a business entity under the Partnership Act, 1964 at the Office of Company Registrar. The process requires partnership deed, citizenship copies, and prescribed fees for legal business operation.
Steps for Partnership Company Registration in Nepal
- Step 1: Draft Partnership Deed
- Step 2: Verify Name Availability
- Step 3: Submit Application to OCR
- Step 4: Pay Registration Fees
- Step 5: Obtain Registration Certificate
- Step 6: Complete Tax Registration
What is Partnership Company Registration in Nepal?
Partnership company registration in Nepal refers to the legal process of establishing a business entity where two or more persons agree to share profits and losses of a business venture. This registration is governed by the Partnership Act, 1964 and administered by the Office of Company Registrar under the Department of Industry. A partnership firm is a popular business structure in Nepal for small and medium enterprises due to its simplicity and flexibility in management.
The partnership company registration process creates a legal framework for business operations where partners contribute capital, skills, or labor according to their mutual agreement. The registered partnership deed serves as the foundational document that outlines the rights, duties, and obligations of each partner. This legal recognition enables the partnership firm to enter into contracts, own property, and conduct business transactions under a registered name.
In Nepal, partnership firms are distinct from sole proprietorships and private limited companies. The partnership structure allows multiple individuals to pool resources and expertise while maintaining relatively simple compliance requirements compared to corporate entities. The registration provides legal validity to the partnership and protects the interests of all partners through a documented agreement enforceable under Nepalese law.
Where to Register a Partnership Company in Nepal?
Partnership company registration in Nepal must be completed at the Office of Company Registrar (OCR), which operates under the Department of Industry, Ministry of Industry, Commerce and Supplies. The OCR is located in Tripureshwor, Kathmandu, and serves as the central authority for registering all types of business entities including partnership firms. Regional offices also exist in major cities across Nepal for facilitating registration processes.
The Office of Company Registrar maintains records of all registered partnerships and issues official registration certificates upon successful completion of the application process. Applicants must physically visit the OCR or utilize online services where available to submit their partnership registration applications. The office verifies all submitted documents, ensures compliance with legal requirements, and processes applications according to the Partnership Act, 1964.
For detailed information and online services, applicants can visit the official Department of Industry website at https://www.doi.gov.np. The OCR provides guidance on documentation requirements, fee structures, and procedural steps for partnership company registration. Business owners can also access application forms and track their registration status through the official portal.
What Laws Govern Partnership Company Registration in Nepal?
Partnership company registration in Nepal is primarily regulated by specific legislation that defines the legal framework for establishing and operating partnership firms. These laws establish the rights, obligations, and procedures for partnership registration and operation.
The governing laws include:
- Partnership Act, 1964: Primary legislation governing partnership formation, registration, rights, and dissolution
- Partnership Regulations, 2021: Detailed procedural rules for partnership registration and compliance
- Company Act, 2063 (2006): Provisions applicable to business entities including partnerships
- Industrial Enterprises Act, 2076 (2020): Registration requirements for industrial partnerships
- Income Tax Act, 2058 (2002): Tax obligations and registration requirements for partnership firms
- Value Added Tax Act, 2052 (1996): VAT registration requirements for eligible partnerships
- Labor Act, 2074 (2017): Employment and labor compliance for partnership businesses
- Foreign Investment and Technology Transfer Act, 2075 (2019): Regulations for partnerships with foreign investment
How to Register a Partnership Company in Nepal?
Step 1: Draft Partnership Deed
The partnership deed is the foundational legal document that must be prepared on stamp paper of prescribed value. This deed must clearly specify partner names, business objectives, capital contributions, profit-sharing ratios, and management responsibilities. The deed should be drafted carefully to avoid future disputes and must comply with Partnership Act requirements.
Step 2: Verify Name Availability
Partners must verify the availability of their proposed partnership firm name at the Office of Company Registrar. The name must be unique, not identical to existing registered entities, and should not violate trademark laws. Name reservation can be done online or by visiting OCR offices with alternative name options.
Step 3: Submit Application to OCR
Complete the prescribed application form for partnership registration and submit it to the Office of Company Registrar along with all required documents. The application must include the partnership deed, citizenship certificates of all partners, and other supporting documents. Ensure all documents are properly attested and verified.
Step 4: Pay Registration Fees
Pay the prescribed registration fees at the Office of Company Registrar as per the fee structure applicable to partnership firms. Payment can be made through bank deposit or online payment systems as specified by OCR. Obtain official payment receipts for record-keeping and application processing.
Step 5: Obtain Registration Certificate
After verification of documents and payment confirmation, the Office of Company Registrar issues the partnership registration certificate. This certificate serves as legal proof of partnership existence and must be preserved carefully. The certificate contains the registration number, firm name, and registration date.
Step 6: Complete Tax Registration
Register the partnership firm with the Inland Revenue Department for Permanent Account Number (PAN) and tax purposes. If applicable, complete VAT registration and other tax-related registrations. Obtain necessary business licenses and permits from local authorities to commence business operations legally.
What Documents Are Required for Partnership Company Registration in Nepal?
The following documents are mandatory for partnership company registration in Nepal:
- Partnership deed executed on stamp paper of prescribed value
- Citizenship certificates of all partners (original and copies)
- Recent passport-size photographs of all partners
- Proof of business address (rental agreement or ownership documents)
- Name reservation certificate from Office of Company Registrar
- Application form duly filled and signed by all partners
- Consent letters from all partners for partnership formation
- Character certificates of partners (if required)
- Bank account opening recommendation letter
- Payment receipt of registration fees
- Power of attorney (if representative is filing application)
- Foreign investment approval (for partnerships with foreign partners)
What Are the Types of Partnership Companies in Nepal?
Partnership companies in Nepal can be classified based on duration, liability, and operational characteristics. Understanding these types helps entrepreneurs choose the appropriate structure for their business needs.
| Partnership Type | Duration | Liability | Key Characteristics |
|---|---|---|---|
| General Partnership | Indefinite or specified | Unlimited joint and several | All partners actively manage business and share unlimited liability |
| Limited Partnership | Indefinite or specified | Mixed (general and limited) | Contains both general partners with unlimited liability and limited partners |
| Partnership at Will | Indefinite | Unlimited joint and several | No fixed duration, can be dissolved by any partner with notice |
| Particular Partnership | Specific project/duration | Limited to project scope | Formed for specific venture or time period only |
| Professional Partnership | Indefinite or specified | Unlimited joint and several | Formed by professionals like lawyers, doctors, accountants for practice |
| Trading Partnership | Indefinite or specified | Unlimited joint and several | Engaged in buying and selling of goods and merchandise |
| Non-Trading Partnership | Indefinite or specified | Unlimited joint and several | Provides services rather than trading in goods |
How Long Does Partnership Company Registration Take in Nepal?
The partnership company registration process in Nepal typically takes 3 to 7 working days from the date of complete application submission.
The timeline depends on several factors including completeness of documentation, workload at the Office of Company Registrar, and accuracy of submitted information. Name verification usually takes 1-2 days, while document verification and processing require 2-3 days. If all documents are in order and no objections arise, the registration certificate is issued within one week.
Delays may occur if documents are incomplete, the partnership deed contains errors, or clarifications are required from applicants. During peak business registration periods, processing times may extend slightly. Applicants can expedite the process by ensuring all documents are properly prepared, attested, and submitted with complete information. Online application systems, where available, may reduce processing time compared to manual submissions.
What Are the Costs of Partnership Company Registration in Nepal?
Partnership company registration in Nepal involves various fees and charges payable to government authorities and for documentation purposes. The total cost varies based on capital amount and additional services required.
| Fee Type | Amount (NPR) | Remarks |
|---|---|---|
| Name Reservation Fee | 100 – 500 | Depends on processing mode (online/offline) |
| Partnership Registration Fee | 1,000 – 5,000 | Based on partnership capital amount |
| Stamp Duty on Partnership Deed | 1,500 – 3,000 | Varies by deed value and province |
| Document Attestation Charges | 500 – 1,000 | For notarization and verification |
| PAN Registration | Free | At Inland Revenue Department |
| VAT Registration | Free | If annual turnover exceeds threshold |
| Municipality Business License | 2,000 – 10,000 | Varies by municipality and business type |
| Professional Service Fees | 10,000 – 30,000 | If using legal/consultancy services (optional) |
What Are Post-Registration Requirements for Partnership Companies in Nepal?
After obtaining partnership company registration, several compliance obligations must be fulfilled to maintain legal status and operational legitimacy.
Post-registration requirements include:
- Obtain Permanent Account Number (PAN) from Inland Revenue Department within 30 days
- Register for Value Added Tax (VAT) if annual turnover exceeds NPR 20 lakhs
- Acquire business license from local municipality or rural municipality
- Open partnership bank account in the registered firm name
- Maintain proper books of accounts as per Income Tax Act requirements
- File annual income tax returns within prescribed deadlines
- Renew business licenses annually from local authorities
- Update partnership deed for any changes in partners or terms
- Maintain statutory registers and records at business premises
- Comply with labor laws if employing workers
- Obtain industry-specific licenses and permits as applicable
- Submit annual returns to Office of Company Registrar if required
- Display registration certificate at business premises
- Maintain proper financial records for audit purposes
What Benefits Does Partnership Company Registration Provide in Nepal?
Partnership company registration in Nepal offers numerous advantages for business owners seeking to establish formal business structures with shared ownership and management.
Key benefits include:
- Legal Recognition: Registered partnership gains legal entity status recognized by government authorities and financial institutions
- Ease of Formation: Simpler registration process compared to private limited companies with fewer compliance requirements
- Shared Resources: Partners can pool financial resources, skills, expertise, and networks for business growth
- Tax Benefits: Partnership firms enjoy certain tax deductions and benefits under Income Tax Act provisions
- Flexible Management: Partners can distribute management responsibilities according to their expertise and agreement terms
- Access to Credit: Registered partnerships can obtain business loans and credit facilities from banks and financial institutions
- Limited Compliance: Fewer regulatory requirements compared to corporate entities while maintaining legal business status
- Profit Sharing: Clear framework for distributing profits according to partnership deed provisions
- Business Continuity: Partnership can continue despite changes in partners through proper deed amendments
- Credibility: Registration enhances business credibility with customers, suppliers, and stakeholders
- Contract Capacity: Registered partnership can enter into legal contracts and own property in firm name
- Dispute Resolution: Partnership deed provides legal framework for resolving conflicts among partners
Why Choose Our Firm for Partnership Company Registration Services in Nepal?
Our firm stands as the No.1 service provider in Nepal for partnership company registration, offering comprehensive legal and consultancy services for business establishment. We provide end-to-end support from partnership deed drafting to final registration certificate issuance, ensuring complete compliance with Partnership Act, 1964 and related regulations. Our experienced legal professionals guide clients through every step of the registration process with expertise and efficiency.
We have successfully registered hundreds of partnership companies across various industries in Nepal, maintaining a track record of timely completion and zero rejection rates. Our services include name verification assistance, partnership deed preparation on appropriate stamp paper, document compilation and attestation, application submission to Office of Company Registrar, and follow-up until certificate issuance. We also provide post-registration services including PAN registration, VAT registration, and business license acquisition.
Our firm offers transparent pricing with no hidden charges, professional legal advice tailored to specific business needs, and dedicated support throughout the registration process. We understand the nuances of Nepalese partnership laws and ensure that all documentation meets legal requirements. Clients benefit from our established relationships with government offices, which facilitates smoother processing and quicker turnaround times. Choose our firm for reliable, efficient, and professional partnership company registration services in Nepal.
FAQs
What is the minimum number of partners required?
At least two persons are required to form a partnership company in Nepal. There is no maximum limit specified under the Partnership Act, 1964, but practical considerations usually limit partnerships to a manageable number of partners.
How much capital is needed for partnership registration?
No minimum capital requirement exists for partnership company registration in Nepal. Partners can start with any capital amount as agreed in the partnership deed. The capital contribution should be clearly mentioned in the partnership deed.
Can foreigners become partners in Nepal?
Yes, foreigners can become partners in Nepal subject to Foreign Investment and Technology Transfer Act provisions. Foreign partners must obtain approval from Department of Industry and comply with foreign investment regulations applicable to their business sector.
Where to submit partnership registration application?
Applications must be submitted to the Office of Company Registrar located in Tripureshwor, Kathmandu, or regional offices in other cities. Online submission may be available through the Department of Industry portal for certain services.
What happens if partnership deed is not registered?
Unregistered partnerships are not recognized as legal entities and cannot sue in court or enforce partnership rights. Registration is essential for legal protection, business credibility, and access to formal financial services and government contracts.
How to add new partners after registration?
New partners can be added by amending the partnership deed through a supplementary deed and registering the amendment at the Office of Company Registrar. All existing partners must consent to the addition of new partners.
Can partnership firm own property?
Yes, registered partnership firms can own property in the firm name. The partnership deed should specify the authority to acquire, hold, and dispose of property on behalf of the partnership.
What is the validity of partnership registration?
Partnership registration remains valid indefinitely unless the partnership is dissolved or the registration is cancelled. However, business licenses and tax registrations require periodic renewal according to respective regulations