Branch Office Registration for Foreign Companies in Nepal

Published August 12, 2026.

A branch office is how an already-incorporated foreign company extends its own legal existence into Nepal to conduct business directly — a genuinely different registration track from a foreign investor incorporating a brand-new, separate Nepali company, which is the standard FDI route covered in our foreign investment registration guide. Here's the direct answer for what a branch registration actually involves: securing consent to carry out business in Nepal and the relevant government approval for a foreign entity to operate here, authenticating your parent company's corporate documents for use in Nepal, appointing a resident representative, registering the branch with the Office of the Company Registrar under the Companies Act 2063 framework, and then completing PAN — and VAT, if applicable — registration the same as any other Nepal-registered entity, with any capital remitted recorded with Nepal Rastra Bank alongside it. The sections below walk through what actually distinguishes a branch from incorporating a new subsidiary, the process step by step, and where it most commonly runs into delay.

What's in this guide

• What a branch office actually is
• Branch vs. new subsidiary vs. liaison office
• The registration process, step by step
• Documents you'll need
• Realistic timeline
• Costs to budget for
• Nepal Rastra Bank recording and repatriation
• Opening a bank account after registration
• Ongoing compliance once you're registered
• Choosing branch vs. subsidiary
• Common mistakes to avoid
• Frequently asked questions
• Bottom line

What a branch office actually is

A branch office is not a new company. It's an extension of your existing foreign company's own legal identity into Nepal — the branch conducts business under the parent's name and corporate personality, its liabilities generally trace back to the parent, and it exists specifically so an already-established foreign business can operate directly in Nepal without creating a separate Nepali legal entity to do it. This is the key distinction that tends to get lost when founders research "foreign company registration Nepal" and land on generic FDI content aimed at new incorporations. Incorporating a new, separate Nepali Private Limited company with foreign shareholders is a different registration track from registering an existing foreign company's branch. Both sit under Nepal's foreign investment framework and both need approvals beyond a purely domestic filing, but a branch keeps your Nepal activity inside your existing corporate structure, while a new subsidiary creates an entirely separate Nepali legal entity with its own Memorandum of Association, Articles of Association, and share structure.

Understanding which of these you actually need — before you start gathering documents — saves real time. A branch makes sense when the point is extending an existing, already-trading company's operations into Nepal under its own name. A new subsidiary makes sense when the point is creating a standalone Nepali business, even if a foreign company is the one funding and controlling it.

Branch vs. new subsidiary vs. liaison office

Nepal's foreign investment landscape generally distinguishes between three ways an existing foreign business can establish a presence, and each carries a different legal relationship to the parent company.

Structure	Legal relationship to parent	Can it trade and earn revenue in Nepal
Branch office	Extension of the parent's own legal identity — not separately incorporated	Generally yes, for the specific activity it's approved for
Liaison / representative office	Extension of the parent, limited in scope	Typically restricted to non-revenue activity — market research, liaison with local contacts, promotional work
New subsidiary (foreign-invested Pvt Ltd)	Separate Nepali legal entity, with its own MOA/AOA	Yes, as any Nepali company can

If your primary goal is a market presence — meeting partners, assessing demand, representing your company's interests — without directly invoicing Nepali clients, a liaison-style presence with a narrower scope may be the more appropriate fit rather than a full trading branch. If you intend to genuinely operate, invoice, and earn revenue in Nepal under your existing company's name, a branch registered for that specific activity is the relevant track. Confirming which category your intended activity actually falls into, with the relevant government authority, before you commit to a filing is worth doing early — it directly determines both your documentation requirements and what you're actually permitted to do once registered.

The registration process, step by step

While specifics vary by sector and home jurisdiction, registering a foreign company's branch in Nepal generally follows this sequence:

1. Confirm your activity and sector are open to a foreign branch presence, and secure consent to carry out business in Nepal. This is the same approval gate the Companies Act 2063 framework requires of any foreign entity before registration can proceed, and it needs to be in place before you file rather than pursued in parallel.
2. Obtain approval from the relevant government authority for the branch. In Nepal's system, the Department of Industry is the body that registers and regulates foreign-investment enterprises, and a foreign company's branch is examined against the same underlying sector and investment framework a new foreign-invested company would be.
3. Authenticate your parent company's corporate documents for use in Nepal — certificate of incorporation, MOA/AOA or the equivalent constitutional documents under your home jurisdiction, and a board resolution specifically authorizing the Nepal branch and naming who's authorized to act on its behalf. Foreign corporate documents used in another country typically need notarization and legalization or attestation in the country of origin before Nepali authorities will accept them — this step happens entirely outside Nepal and outside any Nepali authority's control, so it's worth starting early.
4. Appoint a resident representative in Nepal — someone based here who can sign documents, appear for filings, and handle correspondence with the Office of the Company Registrar, the Inland Revenue Department, and other offices on the branch's behalf, formalized through a power of attorney from the parent company.
5. Submit the branch registration application to the Office of the Company Registrar, with the authenticated parent documents, the government approval described above, the resident representative's power of attorney, and Nepali translations of any documents not already in Nepali or English, where required.
6. Register for PAN once the branch is registered — mandatory for every registered entity in Nepal — and assess separately whether VAT registration applies based on your branch's activity and expected turnover.
7. Record any capital brought into Nepal with Nepal Rastra Bank at the time it's remitted, the same step that applies to any foreign investment, so future remittances back to the parent company have a documented paper trail.
8. Complete local registrations — Ward-level registration and any sector-specific license your branch's activity requires — before commencing operations.

Notice that the government approval and consent steps sit ahead of the Office of the Company Registrar filing, not alongside it — branches that treat these as parallel tracks tend to see the registrar-side filing stall while waiting on an approval that should already have been secured.

Documents you'll need

Beyond what a purely domestic filing needs, a branch registration typically requires documentation that establishes the parent company's existence and its explicit authorization of the Nepal branch:

• Parent company's certificate of incorporation, notarized and legalized or attested for use in Nepal
• Parent company's MOA/AOA or equivalent constitutional documents from the home jurisdiction
• Board resolution of the parent company specifically authorizing the Nepal branch and naming authorized signatories
• Power of attorney appointing a resident representative in Nepal
• Passport or citizenship documentation for the resident representative and other authorized signatories
• Proof of the branch's proposed registered office address in Nepal
• Government approval and consent-to-carry-out-business documentation
• Passport-size photographs of authorized signatories
• Nepali translations of any documents not already in Nepali or English, where the submitting office requires them

For the baseline documentation every Nepal company filing needs on top of the above, see our general company registration document checklist — a branch filing builds on that baseline rather than replacing it.

Realistic timeline

There's no single fixed number of days we can honestly give you for a branch registration, and it's worth treating any source that states one flatly with some skepticism. A clean, wholly domestic Private Limited filing typically clears examination at the Office of the Company Registrar in 5 to 15 working days, per our company registration guide — but a branch registration runs additional layers in front of and around that stage: securing consent to carry out business, obtaining government approval for a foreign entity's operation, and — often the single biggest variable — getting parent company documents notarized and legalized in your home jurisdiction, a process entirely outside Nepali authorities' control.

Realistically, budget meaningfully more time than a domestic filing, and start the document authentication process in your home country as early as possible. It's usually the longest single step in the whole sequence and the one you have the least ability to speed up once it's underway, since it depends on institutions and timelines in a jurisdiction Nepali authorities have no influence over.

Costs to budget for

We won't give you a single figure here, because a fixed number for a category of filing this variable — dependent on home jurisdiction, activity type, and document complexity — would be more misleading than useful. What we can tell you honestly is what the total cost is generally made of: filing fees at the Office of the Company Registrar, which for domestic filings scale with authorized capital rather than being a flat amount, per our company registration fees breakdown; notarization and legalization costs in your home jurisdiction for the parent company documents, which for a branch is often the larger and less predictable cost driver compared to a purely domestic filing; translation costs, if your documents aren't already in Nepali or English; and professional service fees for managing the process end to end. If you want a realistic number for your specific structure and home jurisdiction, that's a conversation worth having directly with our business advisory team rather than anchoring on a generic figure pulled from an unrelated country's branch registration process.

Nepal Rastra Bank recording and repatriation

For any capital a foreign company remits into Nepal in connection with its branch, recording that investment with Nepal Rastra Bank at the time it's made creates the paper trail that later lets you demonstrate the funds entering Nepal were legitimate, properly sourced capital. This matters for exactly the same reason it matters for a new foreign-invested company: the ability to repatriate profits or capital back to the parent depends directly on that investment having been properly recorded when it was made. Skipping this step at registration creates real problems later — an unrecorded transfer can leave a return effectively stranded, or at minimum subject to a considerably harder retroactive documentation process than getting it right at the time would have required. If your branch expects to remit profits back to the parent company on any regular basis, treating NRB recording as a one-time administrative footnote rather than an ongoing discipline is a mistake worth avoiding from day one.

Opening a bank account after registration

Once your branch is registered and any remitted capital is properly recorded with Nepal Rastra Bank, opening a business bank account is the practical next step — and it benefits directly from having that NRB documentation trail already in place. Banks handling a foreign branch's account will generally want to see the same underlying documentation that supports repatriation later: your registration certificate, PAN certificate, and confirmation that any investment or remitted funds were recorded with Nepal Rastra Bank as required. An account opened without that trail already established tends to generate follow-up documentation requests down the line, which is one more practical reason the NRB recording step is worth completing at the time funds are remitted rather than circled back to once the branch is already operating.

Ongoing compliance once you're registered

Once your branch is registered, it takes on the same core Nepal compliance calendar any registered entity does. PAN is mandatory and should already be in place from registration; VAT applies if your activity or turnover requires it, and our PAN vs VAT guide covers exactly how those two registrations differ if you're not certain where your branch stands. Annual tax filing is due within three months of fiscal year-end (Ashoj-end), extendable to Poush-end — the same deadline that applies to every taxpayer in Nepal. An annual financial review by a licensed accounting professional is also standard practice for keeping a branch's books defensible against its parent company's own reporting requirements back home, even in cases where it isn't a strict standalone statutory requirement for every entity type. Our accounting services and compliance services teams can pick this up once registration is complete, so the branch doesn't end up with a clean registration certificate and a compliance calendar nobody's actually tracking.

Choosing branch vs. subsidiary

If you already have an established foreign company and simply want to extend its existing operations, contracts, and brand identity into Nepal without creating a new legal entity, a branch is usually the more direct fit. If you'd rather ring-fence Nepal operations as their own legal entity — with its own liability boundary, its own local shareholding flexibility, and room to eventually bring in Nepali investors or partners — registering a new foreign-invested Private Limited company, the route covered in our foreign investment registration guide, is usually the better long-term structure. If your investor happens to be a Non-Resident Nepali rather than a fully foreign national or company, a different and generally more accessible pathway applies — see our NRN investment guide for that specific track.

Neither structure is objectively "better" in the abstract — it depends on how tightly you want Nepal operations bound to the parent company's existing legal identity versus kept as a separate, standalone entity, and on how you plan to structure liability, local investment, and eventual exit. This is exactly the kind of structural decision worth making deliberately with guidance before you file, since unwinding the wrong structure later is considerably more expensive and time-consuming than choosing correctly at the outset. Our business advisory team can walk through which structure actually fits your specific plans for Nepal.

Common mistakes to avoid

• Starting the registrar-side filing before securing consent to carry out business and the relevant government approval. These need to be in place first, not chased in parallel with the rest of the filing.
• Underestimating how long document authentication takes in the home jurisdiction. This is usually the true critical path, not the Nepal-side filing itself, and it's the step founders most often start too late.
• Submitting parent company documents that were notarized but never legalized or attested for use abroad, which Nepali authorities generally won't accept as sufficient on their own.
• Not formalizing a resident representative's authority clearly through a proper power of attorney, leaving the branch without a clearly authorized local point of contact for day-to-day filings and correspondence.
• Treating a branch registration as functionally identical to incorporating a new foreign-invested subsidiary. The document set, the underlying legal relationship to the parent, and the ongoing compliance profile are all genuinely different.
• Skipping or delaying Nepal Rastra Bank recording for capital brought in, creating the same repatriation documentation gap that affects any unrecorded foreign investment.

Frequently asked questions

What's the difference between a branch office and a new foreign-invested company in Nepal?

A branch is an extension of an already-incorporated foreign company's own legal identity into Nepal — it isn't a separate legal entity. A new foreign-invested company is a distinct Nepali entity, incorporated fresh with its own MOA, AOA, and shareholding, in which a foreign party invests. See our foreign investment company registration guide for that track specifically.

Can a branch office trade and earn revenue in Nepal the same way a subsidiary can?

A branch is generally registered to conduct the specific business activity it's approved for, unlike a liaison or representative office, which is typically limited to non-revenue activities such as market research or maintaining contact with local partners rather than direct trade.

Does a branch office need its own PAN?

Yes. PAN registration is mandatory for every registered entity operating in Nepal, branch offices included, and is required before filing tax returns or, in most cases, opening a business bank account.

How long does document authentication for the parent company typically take?

It depends entirely on your home jurisdiction's own notarization and legalization process, which is outside Nepali authorities' control — this is usually the single longest and least predictable step in the whole registration, so it's worth starting as early as possible.

Does a branch office need a resident representative in Nepal?

Yes, practically speaking — someone based in Nepal needs to be formally authorized through a power of attorney to sign documents, appear for filings, and handle correspondence with the relevant government offices on the branch's behalf.

Is Nepal Rastra Bank recording required for a branch office the same way it is for a new foreign-invested company?

Yes. Any capital brought into Nepal in connection with the branch should be recorded with Nepal Rastra Bank at the time it's remitted, since that record is what later supports repatriating funds back to the parent company.

Should I register a branch or a new subsidiary company?

It depends on how tightly you want Nepal operations bound to your existing company's legal identity. A branch keeps Nepal activity inside your existing corporate structure; a new subsidiary creates a separate Nepali legal entity with its own liability boundary and local shareholding flexibility.

Bottom line

A branch office registration in Nepal follows a genuinely different track from incorporating a new foreign-invested company — the same underlying foreign investment framework, but a different document set, a different legal relationship to your existing company, and a different long-term structure. The part most founders underestimate isn't the Nepal-side filing; it's how long authenticating parent company documents takes in their own home jurisdiction, which is worth starting well before you touch the registrar-side paperwork. If you're deciding between a branch and a new subsidiary, or you're ready to start either process, our company registration team can confirm which structure fits your plans and manage the government approval, registration, PAN, and Nepal Rastra Bank steps together — talk to us before you file rather than after a query comes back.