Choosing between a private and public limited company shapes your compliance burden, fundraising options, and exit flexibility for years to come. Here's the practical difference under the Companies Act, 2063.
Minimum Capital & Shareholders
A private limited company can be registered with as little as NPR 100,000 in authorized capital and just one shareholder (as an OPC) up to 101 shareholders. A public limited company needs a minimum of 7 shareholders and typically over NPR 1 crore in paid-up capital, with no upper shareholder limit.
Fundraising
Public companies can raise capital from the general public by issuing shares, bonds, or debentures. Private companies cannot make public share offers — they raise capital privately, through promoters or private placement.
Tax Treatment
There's no separate corporate tax rate for private vs public companies — both are taxed identically (25% standard rate, with sector variations for banking, manufacturing, etc.). The real difference is compliance intensity, not the headline tax rate.
Which Should You Choose?
For most entrepreneurs, contractors, and SMEs in Nepal, a private limited company is the practical starting point — lighter compliance, faster registration, easier to manage. Move to a public structure only when you genuinely need to raise capital from the public or list on NEPSE.
Not sure which structure fits your plans? Company Sathi's team can walk you through the trade-offs before you file.
