Objective Change (उद्देश्य परिवर्तन) is a strategic legal transition that redefines the scope of your company’s business activities. Our business consultancy Kathmandu manages the complex process of amending your MOA and AOA, securing OCR Compliance Nepal, and obtaining necessary sectoral clearances to ensure your new business lines are legally protected.
₨ 10,000.00
Under the Companies Act, 2063, a company is only permitted to engage in activities specifically listed in its “Objective Clause.” If your business is pivoting to a new industry or adding a new service line, you must formally amend your Memorandum of Association (MOA). Per Section 21, any change to the company’s objectives requires a Special Resolution by the shareholders. Our process ensures that your new objectives are drafted in a way that meets OCR standards while providing the operational flexibility your business needs.
Pursuant to Section 19 and Section 21 of the Companies Act, 2063, a company must pass a Special Resolution (75% majority) in a General Meeting to amend its objectives. Under the Company Directive, 2072, if the new objective requires a specific license (such as for health, education, or hydropower), a Prior Approval (Sanchalan Swikriti) or “No Objection Certificate” from the concerned regulatory body must be attached. The amended MOA/AOA must then be submitted to the OCR within 30 days of the resolution to maintain OCR Compliance Nepal.
Engaging in business activities not listed in your certified MOA is considered Ultra Vires (beyond legal power). Under Section 160, directors can be held personally and civilly liable for contracts signed under unauthorized objectives. Furthermore, the Inland Revenue Department (IRD) may refuse to add new “Business Activity Codes” to your PAN/VAT certificate if the OCR record is not updated, leading to tax non-compliance and potential freezing of bank accounts