Changing the objectives of a company in Nepal is a legal process that requires approval from the Office of the Company Registrar (OCR). Whether you’re expanding your business, shifting your focus, or restructuring your operations, updating your company’s objectives ensures compliance with the Companies Act of Nepal, 2063.
In this guide, we’ll walk you through the step-by-step process to change the objectives of a company in Nepal.
What Are Company Objectives?
Company objectives are the specific business activities a company is allowed to perform, as listed in its Memorandum of Association (MOA). These objectives define your company’s legal scope of operation.
Why Might You Need to Change Your Objectives?
You may need to update your company objectives if:
- You’re adding new products or services
- You want to enter a new industry or market
- You’re restructuring your business model
- You’re complying with new regulatory requirements
Step-by-Step Process to Change Company Objectives in Nepal
- Hold Board and General Meetings
- Prepare Required Documents
- Submit Application to OCR
- Pay the Government Fee
- Get Approval
1. Hold Board and General Meetings
First, the Board of Directors must hold a meeting to discuss and approve the proposed changes in the company’s objectives.
Once approved, a General Meeting of shareholders should be called to pass a special resolution for the change.
Note: A special resolution requires approval from at least 75% of the shareholders present at the meeting.
2. Prepare Required Documents
You will need the following documents:
- Minutes of Board Meeting
- Minutes of General Meeting
- Special Resolution
- Updated Memorandum of Association (MOA)
- Updated Articles of Association (AOA) (if needed)
- Application for change in objectives
3. Submit Application to OCR
Submit the application along with the required documents to the Office of the Company Registrar either online or physically.
4. Pay the Government Fee
You will be required to pay a government fee depending on your company’s capital and nature of the changes.
5. Get Approval
Once reviewed, OCR will approve the changes and update your company records accordingly.
Timeline for Changing Company Objectives
The process typically takes 7 to 15 working days, depending on the completeness of the documents and OCR’s processing time.
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