Initial and Annual Compliances for Private limited companies in Nepal
For the establishment of your company and its successful operation, every company must operate its business responsibly and file necessary details with the Registrar's Office in the specified timeframe to ensure compliance.
According to Section 63 of the Companies Act, 2063, every company must submit the following information annually within three months after the end of each fiscal year:
a) Details to be filed within 3 months:
1. Information about the company's registered office.
2. Details of the company's structure, board members, and shareholder composition as per Schedule 23.
3. Appointment of auditors for the current fiscal year.
4. If the company has issued securities, details regarding the issuance of bonus or right shares.
b) Details to be filed annually:
1. Details of the annual general meeting (AGM) held in accordance with the provisions of the Companies Act.
2. Details of any changes made in the company's organizational structure.
3. Decisions related to shares, debentures, or bonds.
4. Submission of audited financial statements for the fiscal year.
5. Details of any share transactions.
6. Tax clearance details.
7. Information regarding directors’ remuneration and expenses.
Procedure for Online Submission
1. Scan the documents in PDF format with 150 DPI resolution.
2. Visit www.ocr.gov.np and log in using your username and password.
3. Open the “Check Document” section and upload the scanned files.
4. Go to “Document Submit” and send your files. After submission, confirm the lodgment to complete the process.
Important Notes
The Registrar's Office will accept online submissions only. Physical submission of the documents will not be entertained unless legally required.
The company must comply with all the laws outlined in the Companies Act, 2063.
Late submissions or incomplete filings will result in penalties or cancellation of company registration.
Ensure that your company adheres to these regulations and operates responsibly.