Post-Registration

Company Objective Add or Amendment in Nepal

When a company wants to add new business activities or remove existing ones, it must amend its Memorandum of Association (MOA) through a special shareholder resolution and OCR approval. This is governed by the Company Act, 2063.

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What Are Company Objectives?

Company objectives (also called company activities or business purposes) are the list of business activities that a company is legally allowed to undertake. These are recorded in the Memorandum of Association (MOA) during registration.

A company can only legally conduct the activities listed in its objectives. If you want to expand into a new business area not mentioned in your current objectives, you must formally amend your MOA to add that activity. Similarly, if you want to stop certain activities, you can remove them from your objectives.

Common Reasons for Objective Amendment

Business Expansion

Entering a new industry or product line not covered by current objectives.

Removing Inactive Activities

Cleaning up objectives by removing activities the company no longer pursues.

Regulatory Compliance

Adding specific activities required by a regulatory authority for licensing.

Merger or Partnership

Aligning objectives with a partner company's activities.

Investment Requirements

Investors or lenders may require specific objectives before funding.

Government Tenders

Certain government contracts require specific objectives to be listed in the MOA.

Step-by-Step Process

1
Decide on the New or Removed Objectives
Clearly identify which activities you want to add or remove. Write them out in proper legal language. Each objective should describe a specific business activity clearly — for example: 'Import and export of electronic goods', 'Software development and IT consulting', or 'Hotel and hospitality services'.
2
Hold a Board of Directors Meeting
Convene a board meeting to propose the objective amendment and resolve to call a Special General Meeting. The board minutes should list the specific objectives to be added or removed.
3
Hold a Special General Meeting (SGM)
Call an SGM with proper advance notice (minimum 21 days as per the Company Act). At the SGM, shareholders vote on the objective amendment. A two-thirds majority approval is required for the resolution to pass.
4
Draft the Amended Memorandum of Association
Prepare an updated version of your MOA that reflects the changed objectives. The rest of the MOA remains unchanged. Have this document professionally drafted to ensure it meets OCR's format and legal requirements.
5
Submit to OCR for Approval
Log in to the OCR CAMIS portal and submit the objective amendment application. Upload the SGM minutes with the special resolution and the amended MOA. The OCR will review and approve (or request corrections). Once approved, your new objectives are legally effective.

Required Documents

Board of Directors Meeting Minutes proposing the objective change
Special General Meeting (SGM) Minutes with the special resolution
Amended Memorandum of Association (MOA) — showing added/removed objectives
List of current objectives and proposed new objectives (comparison)
Original Company Registration Certificate

Regulated Activities: Some business activities in Nepal require additional licenses beyond the OCR registration — such as banking, insurance, telecommunications, energy, and healthcare. Even if you add these to your objectives, you must separately obtain the required regulatory approval before operating in those fields.

Need help with this process? Chartered Corporate Business Consulting handles it all for you — from start to finish.

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