prospectus
TRANSCRIPT
& xrtx&$t t,iir&i r*li $l!*;*s;itt
Nation building by the people for thepeople: it is the key driving force toform this company. And we, at NPBCL,
aim at building a prosperous Nepal.We all are aware of the hard fact thatthe process of nation building anddrearning of building a prosperousNlepal is NOT possible, without properinfrastructures in place. Former BritishPrime Minister Margaret Thatchersaid, "You and I come by road or rail,but economists travel oninfrastruetu re."
Hence, NPBCL has been establishedas a public infrastructure-developercompany that aims at bringingtogether a nd managing investments,skills, expertise and resources of theNepalese people from within andoutside the country.
Displaying sheer brilliance in qualityand services to set a benchmark ofrepute, we have earned the trust ofour stakeholders, which we believe isa true spirit of bonding on 4 pillars wecalled a '4P model,'the combinationof Peopie, Public and PrivatePartnership; it has added the value,strength and network of the company.
I would like to appeal to all Nepaleseto come together to build our nationby investing in infrastructure projectssuch as Kath,,rnandu KulekhaniHetauda Tunnel {KKl-lT) Highwaymaking a path for economic activities.Thus can we alltransforrn ourrnotherland ltlepal into the mostbeautiful and prosperous country andfeel proud and say, "Yesll i arn aisspart of it."
'',,.r! #,,,*3' ,-.t,
ll*,'r*::;1. *iili
Sfpel ?I}XX&&X&& *!K&$ 6mri{PAr{Y UMI?X&
Nepal Purwadhar Bikas Company Limited (NPBCL) is a pubiic timited company established underCompany Act, 2006.
NPBCL is Nepal's first public limited company building a national toll highway of Asian HighwayStandards. As a public infrastructure-developer company, we aim at bringing together andnranaging investments,.skills, expertise and resources of the Nepalese people from within andoutside the country for the national development and wealth maximization. We offer uniqueopportunities not only of making secure investment in infrastructure development, but also ofmaking important contribution to the achievement of the holistic goal of nation-building.
NPBCL has emerged as a public limited company with tremendous prospects as its prime objectiveto construct, operate and manage large-scale infrastructure projects that cater to the needsof the Nepalese people and country as a whole. The company has been formulated with activesupport and credentials of business group, contractor's group, engineering and managementexperts and local groups. lt is based on the modal[tV of people, public and private partnership(4P), and the key success factor of any development initiative.
COMPAr{Y'$ CAPITAL $TRljCTl]RE
. Authorized Capital: NPR 18,000,000,000 {Eighteen Billion)
. lssued Capital: NPR 18,000,000,000 {Iighteen Billion)
{
BfiA$f *f ,)txt*?$*?$ M" Kush Kumar Joshi ' Past President, FNccr' Chairman . Managing Director, Nepal Ekarat Engineering Company
. Chairman, Liberty Energy Hydropower and Energy Engineering Hydro Power
. Chairman, Himalayan Bamboo Pvt. Ltd.
i,l.IiIl
Mr. Lal Krishna KC . Principal, Full Bright ConsultancyVice Chairman . Project DirectoL Simara-Bardibas Section-Mechi-Mahakali Railway & Simara-Birgunj Link, Dept of Railway
. Project Coordinator, Sub-Regional Transport Enhancement Project, Oepartment of Roads/AD'S
Mr. Jayaram [amichhane . President, Federation of Contracto.s Association of Nepal (FCAN)
Director . Managing Director, Swachhanda Nirman Sewa Pvt Ltd. Joint Treasurer,Rotary Club of Lalitpur Midtown
Mr. Pradeep Jung Pandey ' President, FNcclDirector . Chairman, Citizen Bank
. Managing Director, Lomus Pharmaceuticals
Mr. Sukunta Lal Hirachan o Past President, FCANDirector . Managing Director, United Bullders
. Executive Member, FNCCI
Mr.ShubhashChandraThakuri . ElectedMember,constituentAssembly{Makwanpur-2)Director . Managing Director, Soundlink Pvt Ltd
. Past President, Sisneri Village Development Committee
. Representative, Sisnery Region
Mr. Bhaban Bhatta o President/Executive Chairman of TBI Holdings, JapanDirector . Vice President Non Residential Nepalese Association
. President of United Breweries Nepal' e Chariman ofTBl Publication, Nepal
Mr.SanatNeupane . GroupcEoofTBiGroup,NepalDirector
Mr. Nugal Ananda Vaidya . Director, Creation & Development Pvt. Ltd.Director . chairman, cls construction pvt. Ltd.
. Chairman, Citizen Printers Pvt. Ltd.o Chairman, Pioneer Fuel & lubricants Pvt. Ltd.
Bhuban Lal Shrestha . Makwanpur Chamber of Commerce & lndustry' Director/Representative 1
Etsistinr: F{i$hwav {Kathmandu-l"{etauda}
FR:l:\' ll'-,;u,a\ ilil.Li-r" j-l'.,:
tr*? frffi 9SS ffiffi
!{athrFaRdu Kulekha6li-}letauda Tufi nel FlishBay
ag9tA;i:;$:,qp*aE ;*$tllll:sH'itl}Y
*? gs& 6s lflr#stg lalrt wEcy r. ..
slJpPS&Y rx*&{ T}rE G*xtx&MEX} &$ THI *{}etx$$l0fua
A Concession Agreement between the Government of Nepal and Nepal Purwadhar Bikas Cornpany Limited was signed on
14th of May 2013 to construct the tunnel highway. Following are some of the favorable ter.ns and conditions of theagreement:
. License valid for 30years with an option to extend license for next 5 years
' Option to change the toll rate on the request ofthe license owner
. Project construction cornpletion date December 2016
. Lieense to build, own; operat€ and transfer
r Raise toll on operation of the road under partial completion or completion of the road construction
. Nepal Government will not charge any royalty frorn the project owner during:the constructlon qr operation ofthe KKHTH
project
" Nepai Government will not issue license to any other projects that will impact the viability of the KKTI-i project except
for the Kathmandu Nijgadh Fast Track
c lf the concession agreement has to be terminated due to breach of contract by any party, the Governrnent of Nepal will
terminate the contract but will have to provide compensation to the company. Compensation will be calculated such
that it will include all the actual expenses incurred by the company for the project during the €greement period plus
the profit which could have been earned by company if the project had been implernented till ttle total concession period
as agreed in the agreernent
. tlepal Governrnent shall not nationalize land, buiiding, instruments and infrastructure associated with the KKHTH project
. Nepal Government will assist KKTH proiect in acquisition private land and building and will also make availablegovernment/public land to the project under rental or lease
o Will allow the pro.lect owner to collect required debt and capital in foreign currency and according to FDITTA allow
repatriation of interest, principle, dividends or share capital i'nvested
. No source of investment would be sought for investment made till Chaitra 2075 (April 2019)
^
Estimated Project Cost
Debt/Equity Ratio
Equity
Debt Financing
Promoter Shares
lnitial Public Offerings (lPO)
Shares from Promoters/Share in lieu
tPo
Dividend PayoutYear
Debt Repayment Period
lnterest on Debt
Payback Period
lnternal Rate of Return (lRR)
Equity IRR
NPV
Simple payback period
Discount Payback Period
Simple payback period with construction
Discount payback period with construction
Depreciation
Discount Rate
Levy Custom Duty
lncome Tax
lnflation Rate on Local Currency
Rs. 34.876 Billion (excluding IDC)
80:20
Rs. 9 Billion
Rs. 27.901 Billion (Excluding IDC and Cost of raising debt)
60%
40o/o
Rs. 4.815 Billion (60% of Equity Capital including preferred dividends)
Rs. 2.79 Billion
7 Years after operation
17 Years (with moratorium period for first 2 years)
8.50%
9.59 years after operation
16.69%
22.8L%
Rs. 21.29 Billion
12.94 years
18.04 years
9.44 years
14.54 years
Over the life of the operation of the project
WACC at Cost of Debt @ 8.5% and Equily @14.77%
1% on import of Machinery/Equipment needed for the project
72% li.e.40% rebate on existing 20% tax rate)
7% (Assumed)
:sIt ApmlL
First gathering at Sisneri,Makawanpur District
:. 1,,:. l,l : : :a', : | : : ::::::' i':::: :
2011 sEP-OCTEstablishment oftheCompany
Commencement ofPreliminary Survey
Helicopter Survey ofKathmandu HetaudaCorridor
lr:l I ? i!?.
Main sponsor "MONEYEXPO" Expo
Chairman's EuropeTour
NPBCL Presentation atNational PlanningCommission
Meeting - Ministry ofPhysical lnfrastructure &Transport
Hetauda Meet andlnteraction Program
rc&* 4,rbF
1
NPBCL Presentation atNepal EngineeringAssociation
lnteraction Program atPrime Minister's Office
Participation at FCAN's1sth AGM
201 2 JULY
Government decides to Commencement ofhandover the project to Detailed SurveyNPBCL
lnteractions with LocalSigning of PPA with CommunitiesGovernment of Nepal
t.
&..!1+.
2G1ft mEe
Interaction with politicalLeaders
Main Sponsor- 39thJaycees convention,Hetauda
2013 JAN
EIA Presentation atMinistry of Science andTechnology
MOU Signing Ceremonywith NRN
Interaction program withFCAN
5hubha Muhurta Puia atKulekhan
2013 MAY
Signing of ConcessionAgreement
NPBCI-s Flag on top of Mt.Everest
Permission Letterlssuance Program
.: :,r a -i. : : r,.{ :j
Europe Promotional Tour
MOU between PrabhuFinance and NPBCL
MoU Signing with ANAand NPBCL
lnteraction program withNRNA in Japan
NPBCL team's MalaysiaTour
SEJON lnteractionProgram with Hon.Minister Chhavi Raj Pant
SarokarSamitee Meetino.WTC
NPBCL First AGM
Ground BreakingCeremony
Share purchase Agreementwith TBI Holdings
EIA Public Hearino inMakrwanpur and-Kathmandu
fq,t '"s
\_
E
F.
L
EEE
i!
tI
,-#'&n#ffqr
r, :t&:ffi
$0*p$x&Yx $rFletNepal Purwadhar Bikas Company Ltd.
4th Floor, Trade Tower, Thapathali, (athmanduTel: 5111020/30/40, Fax: 5111050
'{rY&*x* E&&$c$,8Fr!cE
2nd Floor, Orn Bhawan, KantirajpathTel: 057 -527 320/30 fax: 057 -527 340
$xxcel ee&rec,{ *rr,':e -
2nd Floor, Hotel Peace Zone, Sisneri 3azar, Makawanpur .
infe @npbcl.ce rn I www.npl:cl.eorn ! www.facebcok.ccrnlnpbcl i www.ycu{:.:**.**nr/npb*} | twiiter
8Ni$'SCSS PA*TI,IfRS
MgOR{f l4xrin coplol & lnrestmenh Ud. Gl' :.*"lS:.",
" lttrri*ffiqrnqr<!ffi* NM,qf4l'lTAt *....*m @E@ s*Am.*
@ npbcl