Private Equity & Venture Capital Services
Private equity and venture capital investments in Nepal are governed by a detailed and evolving legal and regulatory framework. As investment structures continue to become more advanced and commercially sophisticated, businesses and investors require practical legal guidance to successfully manage their transactions and investments.
We regularly advise private equity funds, venture capital funds, alternative investment funds, and investee companies on a wide range of transactions. Our services cover every stage of the investment cycle, from initial investment to final exit. We assist clients in structuring transactions, conducting legal due diligence, negotiating commercial terms, and drafting and reviewing transaction documents. We also provide strategic advice on regulatory compliance and various legal and commercial matters connected with investments.
In addition to transaction advisory services, our firm also assists clients in the establishment and structuring of private equity funds and alternative investment funds in accordance with the regulations and guidelines issued by the Securities and Exchange Board of Nepal (SEBON).
The main laws and regulations that govern private equity and investment-related issues in Nepal include the Company Act 2063 (2006), the Foreign Investment and Technology Transfer Act 2075 (2019), the Securities Act 2063 (2007), the Industrial Enterprises Act 2076 (2020), the Banks and Financial Institutions Act 2073 (2017), among others.
We assist our clients with the following services:
- Private Equity & Venture Capital Investments
- Counseling investors and enterprises in respect of private equity and venture capital investments
- Counseling on structuring equity, convertible, and hybrid investment structures
- Investment Structuring & Strategy
- Counseling clients on efficient tax structures for investment projects
- Counseling on risk allocation in investment schemes
- Due Diligence & Risk Analysis
- Conducting legal due diligence of target enterprises and investments
- Analyzing regulatory, corporate, and contractual risks of investments
- Share Subscription Agreements & Shareholders’ Agreement
- Drafting and negotiating share subscription agreements, shareholders’ agreement, and other relevant agreements
- Advising clients on investor rights and exits from investment
- Foreign Investment Legal Assistance
- Assisting foreign investors in getting approval for their investments in Nepal
- Advise on foreign exchange, restriction issues in sectors, and remittance of foreign investments
- Startups & Emerging Companies Advice
- Providing advice to startups and emerging companies on fund raising
- Advising business founders in respect of structuring their businesses and making them ready for investment
- Corporate Governance & Investor Protection
- Counseling companies and investors on corporate governance practices and requirements
- Assistance in board structuring and voting rights of shareholders
- Exits & Secondary Transfers
- Giving advice to investors on their exit strategy via sale of shares, merger, acquisition, or going public
- Helping the client on matters relating to secondaries and realizing investments
- Compliance & Licensing Matters
- Advising investment firms on matters relating to compliance and regulations
- Helping the client in matters related to government and regulators
- Disputes Relating to Investments
- Representation of investors/companies in disputes related to investment transactions
- Assistance in arbitrations, mediations, and litigations involving shareholders and investments