Registration, Incorporation and Joint Ventures
Establishing a business presence in Nepal involves navigating a relatively manual and regulator-intensive process. Whether setting up a wholly owned subsidiary, a branch office, a liaison office, or a joint venture, the legal and procedural requirements are layered and jurisdiction- specific. The Companies Registrar, Department of Industry, Nepal Rastra Bank, and sectoral regulators may all be involved depending on the nature of the entity and proposed activities. Drafting compliant constitutional documents in Nepali, structuring capital contributions, and securing necessary licenses and approvals can pose practical challenges, particularly for foreign investors new to the jurisdiction.
Gandhi & Associates has advised on entity formation and joint venture structuring across nearly every major industry in Nepal, including infrastructure, manufacturing, fintech, pharmaceuticals, agribusiness, and development cooperation. We assist clients with entity selection, constitutional drafting, shareholding structuring, FDI approvals, and registrations with all relevant regulators. In joint venture mandates, we take a commercially grounded approach to negotiation and documentation, ensuring clear governance frameworks, aligned economic rights, and exit provisions. From startups to state-owned foreign enterprises, our firm is trusted by clients seeking to establish, scale, or restructure their presence in Nepal.
Representative Experience:
- Advised several Chinese state-owned enterprises on incorporating joint venture companies in Nepal, including entities involved in hydropower, cement, and manufacturing;
- Assisted a Fortune 500 consumer goods company in incorporating a wholly owned subsidiary in Nepal to manage its local marketing operations;
- Structured and incorporated multiple non-profit and for-profit vehicles for a UK-based charity in a REIT-like model to support low-income housing development;
- Obtained prior approval from the financial regulator for the incorporation of a fintech
venture offering digital wallet services; and - Advised a South Korean medical device company on establishing a Nepali subsidiary for
localized distribution and support services.