The IP Checklist Before Raising Startup Funding in Nepal
The IP checklist startup funding diligence in Nepal tests: trademarks, ownership chains, code, renewals and secrets — and the fixes to make first.
Investor diligence in Nepal reaches the IP file early — and the findings are remarkably consistent: the trademark was never filed, the codebase sits in a departed developer's name, the freelancer's logo came with no assignment, and half the registrations lapsed in silence.
Every one of those findings is cheap to fix before a raise and expensive after. This is the IP checklist Nepalese founders should clear before the first data room opens.
In short
Before raising startup funding in Nepal, clear the IP checklist investors actually test: the brand is registered or cleared (search first, then file at the DOI — NPR 1,000 per class to start); every founder, employee and freelancer has signed IP assignments (Nepal has no work-for-hire default — creators own first); the crown-jewel works are registered at the Copyright Registrar's Office; renewals and register records are current; and trade secrets sit behind NDAs and access controls. Fix gaps before diligence finds them: pre-agreed defects price better than discovered ones.
Why IP diligence decides valuations in Nepal
For a Nepalese startup, the brand and the code often are the company — the products, the app store listing, the packaging, the following. Diligence therefore asks one question of each: does the company legally own this, and can it prove it? Nepal's creator-first copyright default (no work-for-hire doctrine) and its first-to-file trademark system make 'we paid for it' and 'we built it' legally incomplete answers.
The economics are asymmetric. A missing assignment fixed pre-raise costs a document and a signature. The same gap found in diligence costs negotiation leverage, a closing delay, or a price cut sized by the buyer's counsel.
The IP checklist startup funding diligence reads, item by item
Work through the items in the order diligence will.
Clear and register the brand
Search the name against the DOI's published records — exact, phonetic and Devanagari layers — then file the Schedule 1(c) application in the classes the business actually earns in (NPR 1,000 per class at filing). An application on file answers the diligence question; an unfiled brand invites the squatter question.
Fix the chain of title
Every founder's contributions, every employee's work, every freelancer deliverable: written IP assignments, present tense, signed. Nepal's law vests ownership in the human creator first — the company owns nothing transferable until the paper says so. Departed contributors sign retroactively; ask while goodwill exists.
Register the crown jewels
Voluntary copyright registration at the Copyright Registrar's Office for the core codebase and key brand assets creates the dated public record diligence accepts without argument. Register the works that matter; everyday content can wait.
Check the register's hygiene
If registrations already exist: renewals current (7-year terms with a 35-day window for trademarks), the registered owner's name matches the corporate reality (record changes cost NPR 1,000), and any transfers were recorded (assignment recordal NPR 2,000).
Contain the secrets
NDAs with staff and vendors, confidentiality clauses in employment contracts, access controls on code and data. Investors read weak secret hygiene as weak engineering culture.
The diligence table investors actually read
The data room's IP section follows a pattern; preparing to it is half the work.
| Diligence question | What satisfies it |
|---|---|
| Is the brand protected? | Search report + filed application or registration certificate |
| Who owns the code and designs? | Signed assignments from every creator, founders included |
| Is ownership provable? | Copyright registration certificates for key works |
| Any conflicts or squatters? | Clearance search; watch over new Bulletin publications |
| Is the register current? | Renewal receipts; recordals matching corporate reality |
| Are secrets contained? | NDAs, employment clauses, access controls, audit memo |
The domain and handles line
Investors check the internet before they check the register. The .np domain should be held by the company (not a founder's personal account), matching social handles owned where they matter, and the app store listings published under the company's developer accounts. None of these are legal rights of the strength a registration carries — all of them are questions diligence asks in the first hour.
Where a name collision exists — a domain squatter, a handle held by another business — resolve or rebrand before the raise: name disputes discovered mid-raise read as founding-level risk.
Timing: fix before the term sheet, not after
The sequence that preserves leverage: clear and file the brand before launch marketing; execute assignments as people join, retroactively for the past; register crown jewels when the codebase stabilises; audit the whole file a quarter before the raise. IP fixes discovered by investors are priced at the investor's numbers, with delay costs added.
And one registration does not survive neglect: whichever rights the company registers, the calendar behind them — renewals, recordals, watches — is part of what the next round's diligence will read as institutional quality.
Want this handled for your brand?
IP Watch monitors new trademark publications in Nepal and alerts you to potentially conflicting marks — with the context needed to review them.
This article is general information, not legal advice.