| 外国人在尼泊尔投资须知（附件） |
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| 2006-04-10 23:54 文章来源：驻尼经商参赞处 | | 文章类型：编译 内容分类：调研 |
附 件 表
Appendix - 1 Pre-Investment Approval Procedure of a New Foreign Equity Investment Proposal
Appendix-2 Application Form for Foreign Investment - “A”
Appendix-3 Suggested Content of the Project Report
Appendix-4 Model Joint Venture Agreement (JVA) for the Equity Participation
Appendix-6 Applicable Fees
Appendix-7 Model Technology Transfer Agreement (TTA)
Appendix-8 Model Share Purchase Agreement (SPA) for the Equity Participation
Appendix-9 Contents of the Memorandum and Articles of Association
Appendix - 10 Application Form for Industry Registration
Appendix - 11 List of Industries Requiring IEE
Appendix - 12 List of Industries Requiring EIA Report
Appendix - 13 Application for Registration of the Trademark
Appendix-14 Application Form for Business Visa
Appendix-15 Application Form for Non-Tourist Visa
Appendix - 16 Application Form : Department of Immigration
Appendix - 17 Certificate of Origin
Appendix - 18 Locating the Industries
Appendix - 19 Application Form for Electricity Connection
Appendix - 20 Details of Incentives and Facilities
Appendix - 21 Cottage Industries
Appendix - 22 List of National Priority Industries
Appendix - 23 Classification of Areas
Appendix - 24 Depreciation Rate as Per Income Tax Rule
Appendix - 25 Application Form for Duty Draw-back
Appendix - 26 Industrial Factor Costs
Appendix - 27 Industrial Statistics Report
Appendix-28 Application for Determining Raw Material Consumption Norms
Appendix - 29 Names and Addresses of Useful Institutions
Appendix-30 List of References
Appendix-1 预投资批准流程
㈠按要求提交申请并附带第二章要求的文件
㈡工业局外国投资部预审
㈢技术和环境部、外国投资部、注册发证办公室预审
㈣委员会写出推荐函
㈤如果固定资产小于5亿卢比，批准。直接到㈦
㈥如果固定资产大于5亿卢比，交工商供应部工业促进委员会批准
㈦到工业局外国投资财务部，交押金
㈧有工业局外国投资部发证
㈨到公司注册办公室注册
㈩如果该行业列在附件Appendix11或12范围中，技术环境部批准，然后继续下列步骤。
(十一)工业局注册部进行行业注册
(十二)在相关税务办公室注册永久账户
(十三)退还押金
Appendix-2 外国投资申请表
请从http://www.doing.gov.np下载
Appendix-3 项目报告撰写参考内容
㈠项目纲要
㈡项目背景
1.项目简介
2.项目描述
3.尼方简介
㈢市场
1.简介
2.目标市场
3.项目产品/服务市场的目前状况
4.项目风险
㈣技术
1.生产流程图
2.机械设备详细情况
3.机械设备购买方式（当地采购或进口）
4.项目年需求（原材料、电力、税、油料）
5.可能造成的环境问题
6.劳动力需求
㈤资金
1.固定资产投资，包括：
- 土地
- 建筑
- 成套设备
- 家具和办公设备
- 车辆
- 开办费用
- 其它
2.年生产成本
3.生产资金
4.资金来源
5.销售税
6.收支平衡估算
7.投资回报估算
8.对国家的好处
Appendix -4 合资协议内容和格式
㈠导言
1. 如果投资者是个人，名字和详细地址。
2. 如果投资者是公司，公司名称、详细地址、公司代表的名字和签字。
㈡公司名称和业务目标。
㈢资本来源和结构，各方出资数量和占总股本的比例。
㈣资产和贷款的形式（现金或机械设备），如果是现金，应通过银行汇款。
㈤董事会决议
㈥股份转让或改动协议，须事先经工业局批准。
㈦仲裁。固定产500万卢比以内行业的争端，如果当事双方不能当工业局代表面通过友好协商解决, 应根据国际贸易法（UNCITRAL）联合国委员会现行仲裁规则通过仲裁解决。仲裁应在加德满都举行，并结合尼泊尔国家法律实施。
固定资产在500万卢比以上的行业，应按照协议解决争端。
㈧法律。服从尼泊尔现行法律。
㈨协议语言。应为英语或尼泊尔语言。
㈩日期。协议日期和协议的实施日期
(十一)目击人。签字双方应有一个目击人。
（合资协议英文格式）
THIS AGREEMENT is made and entered into as of the ...... day of ....., 20..., by and between (Name of the domestic company) duly organised and existing under the laws of the Kingdom of Nepal (hereinafter referred to as " X "), with its main office at..... (Address of domestic investor), nd
. (Name of the foreign investor) hereinafter referred to as "Y") duly organised and existing under the laws of the.... (Nationality/Country of foreign investor), with its main office at .... (Address of the foreign investor).
WITNESSETH:
WHEREAS, X is engaged in the business of ................. in Nepal
WHEREAS, Y is engaged in the business of ................. in (Country of the foreign investor);
WHEREAS, X and Y desire to establish a new joint venture company in Nepal for the purpose of ............................;
NOW, THEREFORE, in consideration of the premises and mutual covenants herein set forth, X and Y agree as follows:
Article 1. Formation of New Company
1.1. The parties, immediately upon the effectuation of this Agreement, shall form and establish a company, which will be jointly owned and managed by the parties hereto (hereinafter referred to as the "New Company"), pursuant to the laws of the Kingdom of Nepal.
1.2. The Name of the New Company shall be .................. or such other name agreeable to the parties and the Company Registrar's Office in Nepal.
1.3. The head office of the New Company shall be located at ......................., Nepal; branches and other business offices, etc., may be established anywhere within ...... Nepal ....., as required.
1.4. The parties hereto shall consult and co-operate with each other as to the procedures and particulars of the establishment and registration of the New Company.
Article 2. Business Purpose
The business purpose of the New Company shall be as follows:
(a) Manufacture and sale of ........ (Description of products/service);
(b) Any and all business activities incidental to the foregoing objectives.
Article 3. Articles of Incorporation
The New Company's Articles of Incorporation (hereinafter referred to as the "Articles of Incorporation") shall be as agreed to by the parties hereto and approved by the Company Registrar's Office. If any discrepancy is found between this Agreement and the Articles of Incorporation, the parties shall amend the Articles of Incorporation to make them be in accordance with this Agreement.
Article 4. Amount and Ratio of Capital Contribution by Each Party
4.1. The total project cost of the proposed venture and the total equity contribution will be as follows:
Total Project Cost : NRs.
....
Total Equity : NRs.
....
4.2. The total amount of capital contribution which shall be made to the New Company by the parties hereto, and the number of shares of stock of New Company to be issued to each party, and the ratio of the equity interest in New Company of each party shall be as follows:
X : NRs
.
............(........shares)...........%
Y : NRs.....
....
(........shares)...........%
Total : NRs
..
.
(..
..shares)
.100%
4.3. At the time of incorporation, the parties shall contribute the initial capital of NRs. ..........., according to the ratio as prescribed in the preceding paragraph 4.2.
Article 5. Kind of Shares
Any and all shares issued by the New Company shall be common stock of one kind, in non-bearer form, at a par value of NRs. ...... per share, with full voting rights.
Article 6. Subscription for Shares
6.1.
the parties hereto shall subscribe for the shares of the New Company pursuant to the provisions of Article 4.2 and the total subscription amount shall be paid within .......... days from the effectuation of this Agreement.
6.2. X shall make its contribution in cash and /or in kind.
6.3. Y shall make its contribution in convertible foreign currency/Indian rupees in an amount equivalent to NRs........... through proper banking channel2.
Article 7. Transfer of Shares
7.1. Neither party shall encumber the shares or make them available as the object of other rights without the prior consent of the other party hereto.
7.2. If either party desires to transfer its shares in the New Company, it shall notify its intention and the terms and conditions of the intended transfer to the Board of Directors. Immediately upon receipt of such notice, the Board of Directors shall give notice to the remaining shareholders requesting that they confirm whether they intend to purchase such shares. If the notified remaining shareholders desire to purchase offered shares, such shares shall be divided among the remaining. If all the notified remaining shareholders do not declare their wish to purchase such shares under the offered terms and conditions within .... days after the receipt of said notice, or they refuse to purchase such shares, then the party desiring to transfer is free to transfer its shares, provided, however, that the terms and conditions of the offer (including, but not limited to, prices) shall not be more favourable than those offered to the remaining shareholders.
7.3. The third party transferee shall submit to the other party of this Agreement and the New Company a written oath stating that the transferee agrees to be governed by all of the terms and provisions of this Agreement and to be fully 2 If the Party Y intends to make its contribution in the form of machineries and equipment, the detailed list of the same including the price should form the integral part of this agreement.
bound by the terms thereof, assuming all obligations of the party from which it has purchased the shares.
7.4. The notification of intention to transfer the shares and terms and conditions of such transfer to be given under the preceding paragraph shall be done in writing.
7.5. Any share transfer under this Article shall be subject to necessary governmental validation or approval in Nepal.
Article 8. Pre-emptive Rights.
8.1. The parties hereto shall have pre-emptive rights in proportion to the number of shares held by each of them with respect to any new issuance of shares of the New Company. However, upon the consent of all shareholders, the preemptive rights may be exercised in a ratio other than the shareholding ratio.
8.2. If either party does not wish to exercise its pre-emptive rights in whole or in part, such party shall notify the Board of Directors of such intention within ..... days from the day of the allocation of new shares. In this case, the other party shall have the pre-emptive right to such unsubscribed new shares.
8.3. New shares to which none of the parties hereto have subscribed shall be preferentially allocated to persons who have agreed to accept all of the terms and conditions hereunder, pursuant to the conditions set by the Board of Directors.
Article 9. General Meeting of Shareholders
Except as otherwise provided in the Articles of Incorporation, resolutions of the General Meeting of Shareholders of the New Company (hereinafter referred to as the "General Meeting of Shareholders") shall be adopted by an affirmative vote of a majority of the shares represented at a meeting where
shareholders representing more than fifty percent of the total number of shares issued and outstanding are present.
Article 10. Board of Directors
Each of the parties hereto will exercise its respective voting rights in the New Company and take such other steps as are necessary to ensure:
10.1. The Board of Directors of the New Company shall consist of.........members .... of which shall be nominated by X and ........ of which shall be nominated by Y.
10.2. If either party wishes to change its nominated directors with or without cause, the other party shall consent to such change, provided, however, that if such change is without cause, the party proposing the dismissal shall indemnify and hold the New Company and the other party harmless from any and all damages and other expenses that may arise from such action.
10.3. All resolutions adopted at a meeting of the Board of Directors shall be adopted by the affirmative vote of the majority of the directors present at a meeting where a majority of directors in office is present.
10.4. Meeting of the Board of Directors may be called by the Chairman when he deems the same to be necessary or advisable or when any director so requests.
10.5. The Chairman of the Board of Directors shall be elected from among the Directors.
Article 11. Distribution of Authority Among Directors
The power and responsibility of each director of the New Company shall be as determined by the Board of Directors.
Article 12. Statutory Auditor
The New Company shall have an auditor nominated with full consent of both parties or the auditor shall be nominated by the general share holders meeting.
Article 13. Working Capital
The parties hereto shall exercise their best efforts to enable the New Company to obtain the necessary working capital by arranging financing to the New Company or providing guarantees to the banks of the New Company.
Article 14. Dividends.
The New Company, depending upon the results of each fiscal year's settlement of accounts, shall make periodic payments of dividends to the shareholders according to the Articles of Incorporation.
Article 15. Fiscal Period and Accounting Books
15.1. The fiscal year of the New Company shall, commence on ........ and end on ..... of each (next ) year, provided that the first fiscal year shall commence on the date of incorporation and end on ....... of that (next) year.
15.2. The New Company shall maintain accounting books, records and supporting documents in accordance with generally accepted accounting principles and practices in Nepal.
15.3. Immediately upon the end of each fiscal year, the New Company shall submit the balance sheet and profit and loss statement to each party. Further, the New Company shall keep its accounting books and records at the head office of the New Company for inspection by the parties or their representatives upon request of either party.
Article 16. Incorporation Expenses
All of the incorporation expenses of the New Company shall be borne by each of the parties hereto, except for the expenses incurred or borne by the New Company
Article 17. Payment and Tax
17.1. Unless otherwise prescribed hereunder, all of the payments made by the New Company to Y will be made in US $ or convertible foreign currency at the bank or other address nominated by Y in writing.
17.2. The withholding tax, if any, imposed on the payments to Y shall be withheld from the payments by the New Company and be immediately paid to the competent tax office. The parties hereto shall cause the New Company to obtain from the competent taxation authorities a certificate of payment of such withholding tax or other appropriate evidence in such form as shall be most useful to, and necessary for tax credit purposes in .... (the nation of the foreign investor) and forwarded the same to Y.
Article 18. Non-Assignability
Except for the transfer of shares in accordance with Article 7 hereof, the rights and obligations of each of the parties under this Agreement shall not be assignable directly or indirectly except with the prior written consent of the other party.
Article 19. Effective Date
This Agreement shall come into effect on the date all necessary approvals and/or licenses are obtained from the governments of both Nepal and the .... (nation of foreign investor), whichever is later.
Article 20. Termination
20.1. This Agreement shall be terminable by a party, if the other party shall commit a material breach of any of its obligations under this Agreement, which it shall fail to remedy within ..... days of receipt of written notice requiring that the breach be remedied.
20.2. In case of termination of this Agreement under the preceding paragraph, the party at fault shall transfer its shares to the other party or a third party, under conditions reasonably prescribed by the Board of Directors. Prior approval of HMG will be obtained if required.
Article 21. Modification
This Agreement may be changed, amended or otherwise modified only by means of written agreement executed by the duly authorised representatives of the parties. Such a modification shall be effective only upon the approval of the relevant authority of HMG/Nepal.
Article 22. Governing Law
This Agreement shall be governed by and construed in accordance with the laws of the Kingdom of Nepal. In case of conflict of the provisions of this agreement with the laws of the Kingdom of Nepal, the conflicting provision of this agreement shall be automatically invalid to the extent of conflict.
Article 23. Arbitration
23.1. Any dispute arising out of or in relation to this Agreement shall be settled amicably between the parties failing this it shall be finally settled by arbitration. Such arbitration shall be conducted in accordance with Arbitration Act, 2055.
23.2. Such arbitration shall be conducted in accordance with the Rules of United Nation Commission for International Trade Law (UNCITRAL)3
23.3. The venue of arbitration shall be Kathmandu, Nepal
23.4. The laws of the kingdom of Nepal shall be applicable in arbitration.
For industries with fixed assets investment of above NRs. 500 millions, disputes may be settled in
accordance with the mutually agreed rules and venue of such arbitration may also be mutually agreed.
Article 24. Non-competition
24.1. The parties hereto agree that they or their affiliates shall not, directly or indirectly, manufacture or sell any goods which are competitive with the New Company's products, in Nepal.
24.2. The scope of the term "affiliates" shall be prescribed by mutual agreement between the parties.
Article 25. Confidentiality
The parties hereto agree to keep secret and confidential all information furnished to them by the other party or the New Company which are designated as confidential by said other party or the New Company, or considered desirable to remain secret. The parties further agree not to use such information for any purpose whatsoever except in a manner expressly provided for in this Agreement.
Article 26. Force Majeure
Neither party shall be liable for any breach or non-observance of any term or condition of this Agreement on account of force majeure which shall mean fire, explosion, acts of government and other similar circumstances beyond a party's control.
Article 27. Approval, License
X shall extend his best co-operation in obtaining any necessary Nepalese government approvals or licenses for the incorporation of the New Company, and Y shall bear all responsibility for obtaining any necessary approvals or licenses from the government of ....(nation of the foreign investor).
Article 28. Entire Agreement
This Agreement contains the entire understanding of the parties as to the terms and conditions of their relationship, and supersedes all prior agreements and representations between the parties, which shall hereby be repealed.
Article 29 Language
This Agreement is executed in the English language which shall be deemed to be the original. In case of any discrepancy between any translation and the above version, the English version shall be controlling in all respects.
Article 30. Notice
30.1. Any notice required or permitted to be given hereunder shall be in writing and may be given by registered airmail, hand delivery or by telex, facsimile transmission or cable to the following address:
To X:
To Y:
30.2. Either party may amend its address set forth above by written notice, made pursuant to any of the above methods to the other party.
30.3. Any notice so given shall be deemed to be received; if by airmail, .... days after posting; or if by hand delivery, on the day of delivery; or if by telex, facsimile transmission or cable, on the day of dispatch.
IN WITNESS WHEREOF, the parties have caused their duly authorised representatives to execute this Agreement on the date first written
X Y
By By
Name : Name :
Title : Title :
Witness : Witness :
Name : Name :
Address : Address :
Appendix-5 资信证明内容和格式
投资者的资信证明由投资者本国或者指定银行出具，带有该银行信头，提交工业局。标准格式如下：
The Department of Industries,
Tripureshwor
Kathmandu, Nepal5.
This is to certify that Mr/Mrs/Ms/ (or company) ………………………………
…………………….……. . with a permanent address/registered office situated at
…
.
.
.(city)
... (country) has/have
been doing transaction with us since
We have so far found
his/her/their business transaction with us satisfactory. We would be happy to invest in
his/her/their business proposal/s, if such opportunity arises in future.
..
(Name of Certifying Person)
(Designation of Certifying Person)
** Domiciled country may be referred to the country where the investor has been living (or doing business) for at least a year.
** Alternatively, instead of addressing to DOI, one can simply refer as “To Whom it may Concern”.
Appendix - 6 申 请 费 用
㈠新外国投资许可证的押金（卢比）
固定资本 押金
500,000 以内 1,000
5000,000 – 1百万 2,000
1百万 – 250万 4,000
250万 - 500万 7,000
500万 - 1000万 10,000
1000万以上 20,000
㈡公司注册费（卢比）
1.公立有限公司
资本 注册费
100,000以内 400.00
100,001 - 5,00,000 2,500.00
500,001 – 1,000,000 5,000.00
1,000,001 – 5,000,000 7,500.00
5,000,001 – 10,000,000 7,800.00
10,000,001 – 100,000,000 10,000.00
100,000,000以上 5.00/投资100,000.
2.私人有限公司或私人有限商社（卢比）
资本 注册费
100,000以下 400.00
100,001 - 500,000 2,600.00
500,001 – 1,000,000 5,100.00
1,000,001 – 2,500,000 7,600.00
2,500,001 – 5,000,000 8,000.00
5,000,001 - 10,000,000 12,000.00
10,000,000以上 2.00/投资100,000.
3.合伙商社
资本 注册费
20,000以下 50
20,000 - 50,000 100
50,000 - 1,00,000 250
100,000 - 300,000 850
300,000 - 500,000 1,400
500,000 – 1百万 3,000
1百万 – 5百万 4,500
5百万以上 6,500
4.私人商社 （卢比）
资本 注册费
50,000以内 120
50,000 - 100,000 300
100,000 - 300,000 1,170
300,000 - 500,000 1,950
500,000 – 1百万 3,900
1百万 – 5百万 5,850
5百万以上 7,800
5.公司延期费（卢比）
资本 所有权 合伙
50,000以内 35 30
50,000 - 100,000 50 45
100,000 - 300,000 70 60
300,000 - 500,000 100 85
500,000以上 160 150
㈢专利、设计和商标的注册费
费用类型 专利 设计 商标
申请费 1,000 500 500
注册费 5,000 2,000 1,500
延期费 2,000 400 200
注意：外国人须支付上述专利、设计和商标双倍费用。
㈣专利、设计和商标的期限
专利 - 7 年(可延期2次)
设计 - 5 年(可延期2次)
商标 - 7 年(每7年延期一次)
Appendix -7 技术转让协议格式 (TTA)
㈠导言
1. 各方的名字和详细地址。
2. 如果是公司，公司名称和详细地址、代表公司的签字人名字和签字。
㈡接受转让的公司名称和地址。
㈢技术转让类型和服务范围。
㈣技术转让的金额和支付方式。
㈤技术转让担保。
㈥仲裁
固定产500万卢比以内行业的争端，如果当事双方不能当工业局代表面通过友好协商解决, 应根据国际贸易法（UNCITRAL）联合国委员会现行仲裁规则通过仲裁解决。仲裁应在加德满都举行，并结合尼泊尔国家法律实施。
固定资产在500万卢比以上的行业，应按照协议解决争端。
㈦对协议的任何更改，须事先经工业局批准。
㈧法律。服从尼泊尔现行法律。
㈨协议语言。应为英语或尼泊尔语言。
㈩日期。协议日期和协议的实施日期
(十一)目击人。签字双方应有一个目击人。
（技术转让协议英文格式）
THIS AGREEMENT, made and entered into on ....... (date) by and between .............. ,
a company organised and existing under the laws of ............., having its main office and place of business at .................... (hereinafter referred to as "Licensor") and ................ a company, organised and existing under the laws of the kingdom of Nepal having its main office and place of business at ............................. , Nepal (hereinafter referred to as "Licensee").
WITNESSETH;
WHEREAS, Licensor has long been engaged in the manufacture and sale of products
hereinafter referred to as "the Licensed Products");
and
WHEREAS, Licensor has acquired and possesses valuable technical information on the design, manufacture, erection and use of the Licensed Products; and WHEREAS, licensor has the right to grant a license to use Technical Information (or Industrial Property Rights) in connection with the Licensed Products;
and
WHEREAS, Licensee desires to obtain, and Licensor is willing to grant, the right and license to manufacture, use and sell the Licensed Products utilising technical information furnished by Licensor.
NOW, THEREFORE, in consideration of premises and covenants hereinafter set forth, the parties hereto agree as follows,
Article 1. Definitions
As used in this Agreement, the following terms have the following meanings respectively;
1.1. "Licensed Products" means the products as mentioned below. As to details of
the Products, the stipulation of Appendix hereto shall apply.
1.2. "Technical Information" means all the technical knowledge, know-how, standard calculations, data and information developed or otherwise generally used by Licensor pertaining to the manufacture, use and sale of the Licensed Products.
1.3. "Contract Territory" means the territory of the kingdom of Nepal.
1.4. "Industrial Property Rights" means any or all rights under patents, and application thereof presently owned or hereafter acquired by Licensor and /or which Licensor has or may have the right to control or grant license thereof during the term hereof and which are applicable to or may be used in the manufacture of the Products.
1.5. "Licensed Trademarks" shall mean the trademarks which are specified in Appendix ( ) attached hereto.
Article 2. Grant of License
2.1. Licensor here by grants to Licensee an exclusive/ a non-exclusive right to manufacture, use and sell the Licensed Products using the Industrial Property Rights and Technical Information furnished by Licensor in the Contract Territory.
2.2. Licensor hereby grant to Licensee an exclusive or a non-exclusive right to sell the Licensed Products to any country in the world.
Article 3. Sales Information
3.1. Upon written request of Licensee, Licensor shall furnish Licensee with necessary drawings, technical data and price information on a breakdown basis in order to enable Licensee to prepare quotations, in so far as such information is currently available from Licensor.
3.2. To assist Licensee in selling the Licensed Products, Licensor will furnish Licensee with one complete set of current materials generally used for sales promotion, such as brochures, catalogues and technical data available from Licensor, which cover the entire range of the Licensed Products.
Article 4. Technical Assistance and Services
4.1. Licensor shall supply Licensee with the following data in order that Licensee may manufacture to the best advantage the Licensed Products without delay.
(a) Drawings for designing, manufacturing, and assembling.
(b) Specifications.
(c) Materials list.
(d) General calculation sheet.
(e) Data for inspections and trial operations.
(f) Fabrication and assembly procedures.
(g) Operating & instruction manuals.
(h) Any other necessary technical data and know-how generally used by Licensor.
4.2. Licensor shall, by request of Licensee, permit a reasonable number of technical personnel designated by Licensee to have opportunity to study the design and manufacturer of the Licensed Products at Licensor's place of business. Licensee shall advise Licensor, in advance, of the purpose, numbers, names, qualifications and probable lengths of stay of Licensee's designated personnel desiring to visit Licensor. Licensor shall arrange to make available qualified personnel for consultation with, and training of such Licensee's personnel. Cost for personnel so despatched for training shall be borne by
Licensee.
4.3. Upon written request of Licensee, Licensor shall send to Licensee, subject to availability of personnel and to mutual agreement, qualified engineers and/or technicians to render assistance and services to Licensee in connection with the manufacture, sale and operation of the Licensed Products for a reasonable period to be agreed upon by the parties hereto, provided, however, that Licensee agrees to bear the travelling expenses to and from and living expenses in the Kingdom of Nepal incurred by any such engineer and/or technicians. Licensor assures that such engineers and/or technicians are qualified with professional standards and reasonable skill, and will perform the assistance and services with care and diligence.
Article 5. Improvements
If at any time during the term of this Agreement one party hereto discovers or comes into the possession of any improvements or further inventions relating to the Licensed Products or in connection with the design, manufacture, use and sale of the same, the party shall furnish the other party with information on such improvements or further inventions without any delay and free of any additional charge.
Article 6. Payment
6.1. In consideration of the Technical Information and the Industrial Property Rights furnished by Licensor to Licensee hereunder, Licensee shall pay to Licensor the following royalties in the amount and in the manner specified below.
(a) Initial Payment: Licensee shall pay Licensor the initial payment of ............... within (....) days from the date of approval of this Agreement by Department of Industries (DOI) in Nepal.
(b) Royalty: The .... percent of net selling price for each sale of the Licensed products (without initial payment).
(c) Net selling price shall be the gross invoice price of the Licensed Products sold or otherwise disposed of by Licensee in normal, bonafide, commercial transaction without any deduction other than the following items of expenses, if any, to the extent to which they are actually paid and included in the gross invoice price.
(1) Sales discount
(2) Sales returned
(3) Indirect taxes on sales
(4) Insurance premiums on sales
(5) Packing expenses on sales
(6) Transporter expenses on sales
(7) Sales commissions
(8) Advertisement fee
(9) Installation expenses at places where the Licensed Products are to be used.
(10) CIF price, and import duties on raw materials, intermediate goods, parts and other components purchased from Licensor.
(d) Royalty shall be computed for six months period terminating the last date of June and December of each year. Licensee shall make payment to Licensor within (....) days after receipt of relevant invoice from Licensor within (....) days after the last date of June and December of each year in the amount specified in Licensee's royalty statement mentioned in Article 8.
6.2. For the supervision and assistance by Licensor under paragraph 3 of Article 4, Licensee shall pay to Licensor service fees at the rates specified in Annexure (....) within (....) days after receipt of an invoice from Licensor.
6.3. All payments due under this Article shall be made in convertible foreign / Indian currency strictly in accordance with this article, converted from Nepalese Rupees at the selling rate of exchange prevailing in Nepal on the expiry date of the immediately preceding (...) month period for the calculation of the royalties hereunder.
6.4. All payments made to Licensor hereunder shall be by means of official telegraphic transfer remittance, mail transfer remittance, banker's check or such other investment acceptable to Nepal Rastra Bank (Central Bank) in Nepal in the name of Licensee and shall be remitted to the bank designated by Article 7. Supply of components, parts and raw materials
7.1. Upon Licensee's written request Licensor shall supply components, parts and raw materials to Licensee in due time and at reasonable and competitive prices.
7.2. Licensee shall open irrevocable Letter of Credit to buy components parts and raw materials from Licensor.
Article 8. Records, Auditing and Reports
8.1. Licensee shall send its statement of royalties due for the immediately preceding (...) month period together with full evidences which Licensor may require, to reach Licensor not later than (...) days after the expiration of the immediately preceding (...) month period.
8.2. At the time of remitting the royalties, Licensee shall submit to Licensor a written report stating the net selling price, overall order price with clients, the number, and the type of the Licensed Products sold or used by Licensee under this Agreement during the (...) month period ended on June 30th and December 31st each year.
Article 9. Guarantee
9.1. During the terms of the Agreement, Licensor shall be responsible for damage resulting from defective Technical Information and parts furnished to Licensee by Licensor.
9.2. Licensor shall not be responsible for consequential damages resulting from the faulty application of Technical Information by Licensee.
Article 10. Duration and Termination
10.1 This Agreement shall be effective for an initial period of ... years from the effective date of this Agreement. After the end of this period, the Agreement shall expire without notice. The parties may agree to extend the term of this Agreement, provided, however, that any extension shall be subject to the necessary approval by the Government of Nepal.
10.2 If either party hereto continues to be in default of any obligation imposed on it herein for more than (....) days after written notice has been dispatched by registered airmail by the other party requesting the party in default to remedy such default, the other party may terminate this effect by registered airmail to the first party and this Agreement shall terminate on the date of dispatch of such notice. In the event of bankruptcy, receivership, insolvency or assignment for the benefit of creditors of either party hereto, the other party may terminate this Agreement effective immediately by giving the first party written notice to that effect.
Article 11. Use of Trademark and Brand Name
11.1 Licensor hereby grants to Licensee, upon the terms and conditions hereinafter specified, and exclusive or a non exclusive non assignable license to use the Licensed Trademarks during such time as this Agreement subsist in such manner as not to deceive the public, on and in connection with the Licensed Products. Licensor will not grant a License to use the Licensed Trademarks in the Contract Territory to any other third party in Nepal during the term of this Agreement.
11.2 Licensee shall be entitled to use Licensed Trademarks on Licensee's letter headings, invoices and all advertising and promotional material in such form and in such manner as shall be approved in writing by the Licensor.
11.3 Each licensed Trademark shall be used only after it has been duly registered with the Department of Industries, and after this Agreement has also been duly registered with the Department of Industries.
11.4 This License to use the Licensed Trademark is provided on no additional royalty basis.
11.5 If this Agreement is terminated, Licensee shall immediately cease to produce using the Licensed Trademark.
Article 12. Patent Infringement
Should any Licensed Product manufactured by Licensee strictly in accordance with the Technical Information supplied by Licensor under this Agreement partially or totally infringe of patent/trademark right belonging to a third party, which shall make a claim against Licensee for alleged infringement of such patent right, Licensee shall immediately by telex or fax inform Licensor thereof and transfer the claim with all pertinent details to Licensor, who shall be responsible for handling of the claim and Licensee shall in no respect have any responsibility for the claim from such party.
Article 13. Secrecy
Licensee agrees that it shall not without prior written consent of Licensor sell, assign or divulge the Technical Information disclosed and furnished by Licensor hereunder in any manner to anyone except those of its employees and its subcontractors who will be using such information in the manufacture and erection of the Licensed Products.
Article 14. Taxation
The withholding tax, if any, imposed on the payments to Licensor shall be withheld from the payments by the Licensee and be immediately paid to the competent tax office. The parties hereto shall cause the Licensee to obtain from the competent taxation authorities a certificate of payment of such withholding tax or other appropriate evidence in such form as shall be most useful to, and necessary for tax credit purposes in .... (the nation of the foreign investor) and forwarded the same to Licensor.
Article 15. Arbitration
Any dispute arising under or by virtue of this Agreement or any difference of opinion between the parties hereto concerning their rights and obligations under this Agreement, shall be finally resolved by arbitration.
Such arbitration proceedings shall take place in Kathmandu in accordance with the applicable rules of arbitration of United Nations commission for International trade law. The decision of the arbitration proceedings shall be final and binding upon both the parties. The laws of the Kingdom of Nepal shall be applicable in the arbitration.
Article 16. Effective Date
This Agreement shall be effective upon the approval by the government of Nepal.
Article 17. Applicable Law
This Agreement shall be construed and interpreted in accordance with the laws of the kingdom of Nepal.
In case of conflict of the provisions of this agreement with the laws of the Kingdom of Nepal, the conflicting provision of this agreement shall be automatically invalid to the extent of conflict.
Article 18. Force Majeure
Neither party shall be liable to the other party for non-performance or delay in performance of any of its obligation under this Agreement due to causes reasonably beyond its control including fire, flood, strikes, labour troubles or other industrial disturbances, unavoidable accidents, governmental regulations, riots, and insurrections. Upon the occurrence of such a force majeure condition the affected party shall immediately notify the other party with as much details as possible and shall promptly inform the other party of any further developments. Immediately after the cause is removed, the affected party shall perform such obligations with all due speed unless the Agreement is previously terminated in accordance with Article 10 hereof.
Article 19. Notices
All communication notices or the like between the parties shall be valid when made by telegraph or telex communication subsequently to be confirmed in writing and addressed to the following address
To Licensee :
To Licensor :
Article 20 Language
20.1 The language to be used in rendering the Technical Information disclosed and furnished to Licensee by Licensor under this Agreement shall be in English.
20.2 The language for correspondence between the parties and any documentation shall be in English.
Article 21. Entire Agreement
This instrument embodies the entire agreement and understanding between the parties hereto relative to the subject matter hereof and there are no understandings, agreements, conditions, oral or written, expressed or implied, with reference to the subject matter hereof that are not merged herein or superseded hereby. No modification hereof shall be of any force or effect unless reduced to writing and signed by the parties claimed to be bound thereby and no modification shall be effected by the acknowledgement or acceptance of any order containing different conditions. Such modifications shall be effective only upon the approval of relevant authority of HMG/Nepal.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by their duly authorised representative as of the date first above written.
For and on behalf of For and on behalf of
By By
Name Name
Position Position
Witness Witness
Appendix -8 股份购买协议内容和格式(SPA)
应具有下列条款:
㈠导言
1.如果投资者是个人，当事各方名字和详细地址。
2.如果投资者是公司，公司名字和详细地址，公司代表名字和签字。
㈡现存公司的名字和业务目标
㈢资本的来源的结构：现存资本结构和股份购买/转让后的资本结构。新进入方的资本数量（卢比）和占总发行股份比例。
㈣资本投入方式是否以机械设备形式，如果是可兑换货币形式，须通过银行汇款。
㈤股份转让和任何理由的协议变动，须事先经工业局批准。
㈥仲裁。固定产500万卢比以内行业的争端，如果当事双方不能当工业局代表面通过友好协商解决, 应根据国际贸易法（UNCITRAL）联合国委员会现行仲裁规则通过仲裁解决。仲裁应在加德满都举行，并结合尼泊尔国家法律实施。
固定资产在500万卢比以上的行业，应按照协议解决争端。
㈦法律。服从尼泊尔现行法律。
㈧协议语言。应为英语或尼泊尔语言。
㈨日期。协议日期和协议的实施日期
㈩目击人。签字双方应有一个目击人。
根据上述大纲，外国投资者购买尼泊尔公司的股份购买协议参考格式如下.
（股份购买协议英文格式）
THIS AGREEMENT is made and entered into as of the ...... day of ....., 20..., by and between (Name of the representative and the domestic company he/she is representing) duly organised and existing under the laws of the Kingdom of Nepal (hereinafter referred to as " Party X "), with its main office located at
.... (Address of domestic investor), and
(Name of the foreign investor) hereinafter referred to as "Party Y") duly organised and existing under the laws of the.... (Nationality/Country of foreign investor), with its main office at .... (Address of the foreign investor).
WITNESSETH:
WHEREAS, Party X is engaged in the business of ................. in Nepal
WHEREAS, Party Y is engaged in the business of ................. in (Country of the foreign investor);
WHEREAS, Party X and Party Y desire to expand/modernise/diversify the activities of the existing company in Nepal for the purpose of ............................;
NOW, THEREFORE, in consideration of the premises and mutual covenants herein set forth, Party X and Party Y agree as follows:
Article 1. Continuity of the Company
1.1. The parties, after the effectuation of this Agreement, will jointly own and manage the existing company, namely
(name of domestic company) (hereinafter referred to as the "The Company"), pursuant to the laws of the Kingdom of Nepal.
1.3. The head office of The Company will remain at its existing location ......................., Nepal; branches and other business offices, etc., may be established anywhere within ...... Nepal ....., as required.
Article 2. Business Purpose
The business purpose of The Company shall be as follows:
(a) Manufacture and sale of ........ (Description of products/service);
(b)Any and all business activities incidental to the foregoing objectives.
Article 3. Articles of Incorporation
Party Y hereby agrees to abide by all the provisions mentioned in the existing Articles of Incorporation of the Company. The current capital structure of the company is as follows
Authorised Capital of the Company : NRs.
....
Issued Capital of the Company : NRs.
....
Subscribed Capital of the Company : NRs.
....
Paid Up Capital of the Company : NRs.
....
Article 4. Amount and Ratio of Capital Contribution by Each Party
4.3. The total project cost of the industry and the total equity contribution will be
as follows:
Total Project Cost : NRs.
....
Total Equity : NRs.
....
4.4. The total amount of capital contribution which shall be made to the Company by the parties hereto, and the number of shares of stock of the Company to be issued to each party, and the ratio of the equity interest in the Company of each party shall be as follows:
Party X : NRs
.
............(........shares)...........%
Party Y : NRs.....
....
(........shares)...........%
Total : NRs
..
.
(..
..shares)
.100%
Article 5. Kind of Shares
Any and all shares issued by the Company shall be common stock of one kind, in non-bearer form, at a par value of NRs. ...... per share, with full voting rights.
Article 6. Subscription for Shares
6.1. The Party Y hereto shall subscribe for the shares of the Company pursuant to the provisions of Article 4.2 and the total subscription amount shall be paid within .......... days from the effectuation of this Agreement.
6.3. Party Y shall make its contribution in convertible foreign currency/Indian rupees in an amount equivalent to NRs........... through proper banking channel6.
Article 7. Transfer of Shares
7.1. Neither party shall encumber the shares or make them available as the object of other rights without the prior consent of the other party hereto.
7.2. If either party desires to transfer its shares in the Company, it shall notify its intention and the terms and conditions of the intended transfer to the Board of Directors. Immediately upon receipt of such notice, the Board of Directors shall give notice to the remaining shareholders requesting that they confirm whether they intend to purchase such shares. If the notified remaining shareholders desire to purchase offered shares, such shares shall be divided among the remaining. If all the notified remaining shareholders do not declare their wish to purchase such shares under the offered terms and conditions within .... days after the receipt of said notice, or they refuse to purchase such shares, then the party desiring to transfer is free to transfer its shares, provided, however, that the terms and conditions of the offer (including, but not limited to, prices) shall not be more favourable than those offered to the remaining shareholders.
7.3. The third party transferee shall submit to the Company a written oath stating that the transferee agrees to be governed by all of the terms and provisions of this Agreement and to be fully bound by the terms thereof, assuming all obligations of the party from which it has purchased the shares.
7.4. The notification of intention to transfer the shares and terms and conditions of such transfer to be given under the preceding paragraph shall be done in writing.
7.5. Any share transfer under this Article shall be subject to necessary governmental validation or approval in Nepal.
** If the Party Y intends to make its contribution in the form of machineries and equipment, the detailed list of the same including the price should form the integral part of this agreement.
Article 8. Pre-emptive Rights.
8.1. The parties hereto shall have pre-emptive rights in proportion to the number of shares held by each of them with respect to any new issuance of shares of the Company. However, upon the consent of all shareholders, the pre-emptive rights may be exercised in a ratio other than the shareholding ratio.
8.2. If either party does not wish to exercise its pre-emptive rights in whole or in part, such party shall notify the Board of Directors of such intention within ..... days from the day of the allocation of new shares. In this case, the other party shall have the pre-emptive right to such unsubscribed new shares.
8.3. New shares to which none of the parties hereto have subscribed shall be preferentially allocated to persons who have agreed to accept all of the terms and conditions hereunder, pursuant to the conditions set by the Board of Directors.
Article 9. General Meeting of Shareholders
Except as otherwise provided in the Articles of Incorporation, resolutions of the General Meeting of Shareholders of the Company (hereinafter referred to as the "General Meeting of Shareholders") shall be adopted by an affirmative vote of a majority of the shares represented at a meeting where shareholders representing more than fifty percent of the total number of shares issued and
outstanding are present.
Article 10. Board of Directors
Each of the parties hereto will exercise its respective voting rights in the Company and take such other steps as are necessary to ensure:
10.1. The Board of Directors of the Company shall consist of.........members .... of which shall be nominated by Party X and ........ of which shall be nominated by Party Y. This change will be effective after getting formal approval from the Company registrars Office.
10.2. If either party wishes to change its nominated directors with or without cause, the other party shall consent to such change, provided, however, that if such change is without cause, the party proposing the dismissal shall indemnify and hold the Company and the other party harmless from any and all damages and other expenses that may arise from such action.
10.3. All resolutions adopted at a meeting of the Board of Directors shall be adopted by the affirmative vote of the majority of the directors present at a meeting where a majority of directors in office is present.
10.4. Meeting of the Board of Directors may be called by the Chairman when he deems the same to be necessary or advisable or when any director so requests.
10.5. The Chairman of the Board of Directors shall be elected from among the Directors.
Article 11. Distribution of Authority Among Directors
The power and responsibility of each director of the Company shall be as determined by the Board of Directors.
Article 12. Statutory Auditor
The Company shall have an auditor nominated with full consent of both parties or the auditor shall be nominated by the general share holders meeting.
Article 13. Working Capital
The parties hereto shall exercise their best efforts to enable the Company to obtain the necessary working capital by arranging financing to the Company or providing guarantees to the banks of the Company.
Article 14. Dividends
The Company, depending upon the results of each fiscal year's settlement of accounts, shall make periodic payments of dividends to the shareholders according to the Articles of Incorporation.
Article 15. Fiscal Period and Accounting Books
15.1. The fiscal year of the Company shall, commence on ........ and end on ..... of each (next ) year, provided that the first fiscal year shall commence on the date of incorporation and end on ....... of that (next) year.
15.2. The Company shall maintain accounting books, records and supporting
documents in accordance with generally accepted accounting principles and
practices in Nepal.
15.3. Immediately upon the end of each fiscal year, the Company shall submit the balance sheet and profit and loss statement to each party. Further, the Company shall keep its accounting books and records at the head office of the Company for inspection by the parties or their representatives upon request of either party.
Article 16. Incorporation Expenses
All of the incorporation expenses of the Company shall be borne by each of the parties hereto, except for the expenses incurred or borne by the Company
Article 17. Payment and Tax
17.2. Unless otherwise prescribed hereunder, all of the payments made by the Company to Party Y will be made in foreign currency, depending on the currency of the investment, at the bank or other address nominated by Party Y in writing.
17.2. The withholding tax, if any, imposed on the payments to Party Y shall be withheld from the payments by the Company and be immediately paid to the competent tax office. The parties hereto shall cause the Company to obtain from the competent taxation authorities a certificate of payment of such withholding tax or other appropriate evidence in such form as shall be most useful to, and necessary for tax credit purposes in .... (the nation of the foreign investor) and forwarded the same to Party Y.
Article 18. Non-Assignability
Except for the transfer of shares in accordance with Article 7 hereof, the rights and obligations of each of the parties under this Agreement shall not be assignable directly or indirectly except with the prior written consent of the other party.
Article 19. Effective Date
This Agreement shall come into effect on the date all necessary approvals and/or licenses are obtained from the governments of both Nepal and the .... (nation of foreign investor), whichever is later.
Article 20. Termination
20.1. This Agreement shall be terminable by a party, if the other party shall commit a material breach of any of its obligations under this Agreement, which it shall fail to remedy within ..... days of receipt of written notice requiring that the breach be remedied.
20.2. In case of termination of this Agreement under the preceding paragraph, the party at fault shall transfer its shares to the other party or a third party, under conditions reasonably prescribed by the Board of Directors. Prior approval of HMG will be obtained if required.
Article 21. Modification
This Agreement may be changed, amended or otherwise modified only by means of written agreement executed by the duly authorised representatives of the parties. Such a modification shall be effective only upon the approval of the relevant authority of HMG/Nepal.
Article 22. Governing Law
This Agreement shall be governed by and construed in accordance with the laws of the Kingdom of Nepal.
In case of conflict of the provisions of this agreement with the laws of the Kingdom of Nepal, the conflicting provision of this agreement shall be automatically invalid to the extent of conflict.
Article 23. Arbitration
23.1. Any dispute arising out of or in relation to this Agreement shall be settled amicably between the parties failing this it shall be finally settled by arbitration. Such arbitration shall be conducted in accordance with Arbitration Act, 2055.
23.2. Such arbitration shall be conducted in accordance with the Rules of United Nation Commission for International Trade Law (UNCITRAL)
23.3. The venue of arbitration shall be Kathmandu, Nepal
23.4. The laws of the kingdom of Nepal shall be applicable in arbitration. Article 24. Non-competition
24.1. The parties hereto agree that they or their affiliates shall not, directly or indirectly, manufacture or sell any goods, which are competitive with the Company's products, in Nepal.
24.2. The scope of the term "affiliates" shall be prescribed by mutual agreement between the parties.
Article 25. Confidentiality
The parties hereto agree to keep secret and confidential all information furnished to them by the other party or the Company which are designated as confidential by said other party or the Company, or considered desirable to remain secret. The parties further agree not to use such information for any
** For industries with fixed assets investment of above NRs. 500 millions, disputes may be settled in
accordance with the mutually agreed rules and venue of such arbitration may also be mutually agreed .
purpose whatsoever except in a manner expressly provided for in this Agreement.
Article 26. Force Majeure
Neither party shall be liable for any breach or non-observance of any term or condition of this Agreement on account of force majeure which shall mean fire, explosion, acts of government and other similar circumstances beyond a party's control.
Article 27. Approval, License
Party X shall extend his best co-operation in obtaining any necessary Nepalese government approvals or licenses for the effective implementation of this agreement, and Party Y shall bear all responsibility for obtaining any necessary approvals or licenses from the government of ....(nation of the
foreign investor).
Article 28. Entire Agreement
This Agreement contains the entire understanding of the parties as to the terms and conditions of their relationship, and supersedes all prior agreements and representations between the parties, which shall hereby be repealed.
Article 29 Language
This Agreement is executed in the English language which shall be deemed to be the original. In case of any discrepancy between any translation and the above version, the English version shall be controlling in all respects.
Article 30. Notice
30.1. Any notice required or permitted to be given hereunder shall be in writing and may be given by registered airmail, hand delivery or by telex, facsimile transmission or cable to the following address:
To Party X:
To Party Y:
30.2. Either party may amend its address set forth above by written notice, made pursuant to any of the above methods to the other party.
30.3. Any notice so given shall be deemed to be received; if by airmail, .... days after posting; or if by hand delivery, on the day of delivery; or if by telex, facsimile transmission or cable, on the day of dispatch.
IN WITNESS WHEREOF, the parties have caused their duly authorised representatives to execute this Agreement on the date first written
X Y
By By
Name : Name
:Title : Title
:
Witness : Witness
:Name : Name
:Address : Address
:
Appendix-9 公司备忘录和章程参考内容
公司备忘录和章程须按照尼泊尔《公司法1997》规定的大纲撰写。
（公司备忘录内容）
㈠公司全称
㈡公司总部地址
㈢公司业务目标
㈣实现公司业务目标要做的工作
㈤总股本,股份总量和面值.
㈥股东有限责任
㈦注册资本和股份类别
㈧公司最初资本
㈨有关股份销售和转让的特殊规定
㈩其它特殊规定
(十一)当事人的承诺
(十二)购买股份者的名称、地址、股份数量、签字
(十三)当事人签名，须有目击人签名
（公司章程内容）
㈠公司备忘录细节
㈡董事会构成、各自任期、报酬和职责
㈢股东数量
㈣股东会议召开时间
㈤公司会议程序和会议资料
㈥优先股东的特殊权力和局限性
㈦总经理的权利和职责
㈧股份资本（注册资本和发行资本）
㈨股份证明
㈩财务和记录，财务必须以尼泊尔文制作。财务报告必须在财政年度末全体大会召开前提交，公立公司须提前30天，私人公司须提前60天，其中须提到下列内容：
财务平衡报告
收益和亏损情况
资本流动情况
4． 审计。公司可以指定一名由审计总署颁发审计员证的人员担任审计。
在股票对社会发行之前，公立公司须发布说明书，包括下列细节：
(a) 公司目标、公司备忘录和章程中的细节
(b) 股票。承担股票销售的董事的报酬和福利
(c) 董事最低股份，他们的报酬和福利
(d) 其它在《公司法》中要求的细节
Appendix - 10 行业注册申请格式
Department of Industries
Application form ‘Ka’
for
Registration/License of Industries
(For the industries listed in annexure 1 and 2, Industrial Enterprises Act 1992)
The Director General,
Department of Industries
Tripureshwor, Kathmandu Stamp
Dear Sir,
We are interested to set up ................................... (name of industry)
................................... at ................................... Zone ................................... District
................. .................. Municipality/VDC Ward No.
We, hereby, request you to register the industry with the details attached herewith as per the Industrial Enterprises Act 1992.
Name of applicant
Mailing Address
Citizenship no., date and place of issue
Phone no.
Fax no.
Email
Applicants Signature
Attachments Submitted (Y/N)
1. Project Details 1 copy
2. Copy of Citizenship certificate 1 copy
3. Copy of Memorandum & Articles of Association 1 copy each
4. Recommendation from other authorities 1 copy
(For tourism, pharmaceutical etc. industries)
（项目细节）
1. Name of Industry :
Location District Municipality/VDCF Ward No.
Mailing address and Tel No.
Contact Person
2. Scale : Small Medium Large
3. Legal Status : Proprietorship Partnership
Private Ltd. Public Limited
4. Classification of Industry
Manufacturing Agro and forest based Tourism
Energy based Service Construction
Mine based
5. a) No. of working days/year : No. of Shift/day :
b) Objective
6. Project Cost and Source of Finance
7. Fixed Assets Details
8. Working Capital Details
9. Machinery List
10. List of Raw materials
11. Requirement of convertible foreign exchange
For raw materials =============================== per annum
For Machineries ===============================
Others ===============================
Total ===============================
12. Employment
13. Utilities
14. Investors Details
1. IEE/EIA shall be carried out for the industries mentioned in rule 3 and rule 6 of Environmental Protection Rules 1997.
2. This Form shall be duly filled.
3. Separate sheet can be attached if the space in the form is not sufficient.
4. The details in this form shall be updated after three months from the date of commercial operation.
Appendix - 11 初始环境审查表
Sector : Industry
1. Alcohol manufacturing by blending process and distillery works which include boiling and fermentation with capacity upto 500 thousand litres / day.
2. Brewery & wines works which include boiling and fermentation with capacity upto 500 thousand litres / day.
3. Chemical industry such as primary acid and alkali with capacity upto 100 Mt. / day.
4. Tannery processing upto 5000 s.ft./ day.
5. Stone crushing and paint industry.
6. Electroplating & galvanising.
7. Cooking and natural gas filling, refilling, manufacturing and distribution.
8. Dairy industry.
9. Lubricants manufacturing by blending, reprocessing, reclamation
10. Foam industry.
11. Dry and wet cell battery manufacturing.
12. Sugar industry including Khandsari upto 3000 Mt. / day.
13. Textile dyeing, printing, washing including carpet except traditional
industry.
14. Pulp & paper industry with capacity up to 100 Mt/day except traditional
pulp & paper industry.
15. Brick & tile industry with capacity up to 10 million pieces annually.
16. Cement industry with capacity up to 30 Mt/hr based on lime stone or up to
50 Mt/hr based on clinker.
17. Lime industry with capacity up to 50 Mt/day.
18. Pharmaceutical
19. Chemical fertiliser (blending), insecticides (blending)
20. Waste plastic recycling industry.
21. Match factory
22. Auto workshops ( except two wheeler)
23. Coke, briquette manufacturing from coal.
B. Following industries having fixed assets investments more than Rs. 1 million.
1. Plastic processing (virgin)
2. Tyre, tube, rubber, processing & manufacturing
3. Soap, detergent & cleaning shampoo.
4. Photo processing
5. Foundry
6. Cigarette, bidi, tobacco, pan masala.
7. Slaughter house.
8. Glass
9. Food processing
10. Metal ( ferrous, non ferrous ) re-melting, re-rolling and fabrication.
11. Bitumen & emulsion.
12. Cold storage
13. Yarn spinning
14. Vegetable ghee & oil.
15. Herbal processing
16. Manufacturing of articles of bone and horns.
17. Rosin and turpentine, veneer & katechu.
18. Meat processing
19. Packaging industry.
20. Animal feed.
21. Machine Shop.
Note : Far mining and other sector industry, please refer Environment Protection
Regulation - 1997 ( First Amendment - 1998).
（最初环境审查步骤）
(As per Environment Protection Regulation 1997 and its first amendment 1998)
A. Notification
Notification in a National daily for comments from concerned individuals, VDC, Municipality, Hospital, School about the project and its impacts on the environment and human health within 15 days from the date of publication of the notice. Similar notification should be posted on the concerned VDC/Municipality notice board.
B. TOR
Submission of Term of Reference (TOR) prepared according to Annex 3 of Environment Protection Regulation 1998 and its first amendment 1999 and subsequent approval by DOI.
C. Final IEE Report
1. Preparation of IEE report, based on approved TOR, according to Annex 5 of
Environment Protection Regulation 1998 and its first amendment 1999
including the comments from the concerned individuals or institutions.
2. Submission of the Report in DOI and final approval by DOI
Appendix - 12 环境影响评估
Sector : Industry
1. Chemical Industries such as primary acid and alkali with production capacity greater than 100 t/day.
2. Petrochemical processing works of all sizes. including plastics and synthetic rubber.
3. Ferrous, Non-ferrous metal industries (primary smelting excluding re-rolling, re-melting & fabrication)
4. Non-metallic industries
a. Cement more than 30 Mt/ hr (based on lime stone), more than 50 Mt/ hr (based on clinker)
b. Lime - with production over 50 t/day
c. Asbestos industries of all sizes.
d. Radio active related industries of all sizes.
5. a. Bulk drug manufacturing industry.
b. Extremely hazardous chemicals such as isocyanide, mercury etc.
6. Pulp and Paper with capacity more than 100 Mt/day.
7. Mine based large industry, forest based medium and large industry.
8. Tannery with a capacity of over 500 sft/day.
9. a. Distillery Works which include boiling and fermentation with production capacity of over 500 thousand litres/day.
b. Brewery works which include boiling and fermentation with production capacity of over 500 thousand litres/day.
10. Brick and tile industry with capacity more than 10 million pieces per annum.
11. Chemical processing of bone & horn etc.
12. Manufacturing of chemical fertiliser and insecticide (except blending)
13. Mine based industry having more than 50 million fixed assets investment.
14. Sugar industry (including Khandsari) with capacity of over 3000 Mt /day.
15. Arms, ammunition and explosives.
Note :
I. For mine based and other sector industry, please refer Environment Protection Regulation 1997 (First amendment 1998)
11. Procedure of IEE and EIA study has to be followed as per Environment Protection
Regulation, 1997.
（环境影响评估主要步骤）
(As per Environment Protection Regulation 1997 and its first amendment 1998)
A. Scoping:
1. Notification in a National daily for comments from concerned individuals, VDC, Municipality, Hospital, School about the project and its possible impacts on the environment and human health within 15 days from the date of publication of the notice. Similar notification should be posted on the concerned VDC / Municipality notice board.
2. Application in DOI for scoping including the comments, if any, from the individuals
and/or institutions.
3. Forwarding of the application with comments from DOI to Ministry of Industry / Ministry of Population and Environment.
4. Final approval by MOEST
B. TOR:
1. Preparation of TOR, based on approved scoping, according to Annex 4 of Environment Protection Regulation 1998 and first amendment 1999.
2. Approval by Ministry of Environment, Science and Technology (MOEST).
C. Report:
1. Public meeting to be held in the concerned VDC/Municipality about the possible impacts from the project and the mitigation measures to be applied.
2. Report preparation, based on approved TOR, according to Annex 6 of Environment Protection Regulation 2054 (First Amendment 2055).
3. A copy of the report to be sent to the concerned VDC/Municipality/DDC and/or other concerned individuals.
4. With recommendation of the concerned VDC/Municipality, 15 copies of the report to be submitted to DOI, 10 copies of which to be forwarded to MOICS and from there to MOEST within 30 days from the date of receiving of the application.
5. Publication of the notice about the project in a National Daily by MOEST Comments to be given to MOEST within 30 days from the date of first publication.
6. Final approval by MOEST.
Appendix - 13 商标注册申请
To
Director General,
Department of Industries,
Tripureshwor, Kathmandu.
As I/We am/are/have going to use/used the trademark as the model attached herewith in .................. I/We hereby, apply for the registration of the trademark enclosing herewith four copies of the proposed designed (if applicable ) along with application fees. I/We would like to request you to issue a certificate of registration, having registered the trademark in my/our name.
Full Name of Proprietor (Individual, Company , other institution) of Trademark :
2. Full Address of Proprietor of Trademark
3. Detail Specification of Trademark.
4. Description of origin, selection and meaning of word (s), symbol or picture in the proposed mark.
5. Elements of claimer or disclaimer in the mark
6. I hereby declare that proposed trademark is my original selection. It is not copied wholly or partially from others.
7. Regarding the use of mark, if any situation as specified in the provisco clause of Article 18(1) exits, I will be subject to departmental action under the clause of 18(3) of the Act.
8.I will put the mark in the practice within one year of registration and inform the department, otherwise I will be subject to departmental action under article 18.c of the Act.
9. I will comply with Article 16(2), Article 23.a and Article 18.b of the Act.
10. Documents to be enclosed. (All documents must be endorsed by the applicant).
a. Permission of undertaking pertaining to the production of goods or delivery of services (If filing is not based on foreign registration).
b. Four copies of registration that affixed with the mark design(if applicable).
c. Letter of nomination if application is filed through the representative (if applicable).
d. Evidence of use of mark (if applicable).
Name of Applicant Signature
Address Date
11. Name & Address of Witnesses (2 persons):
1.
2.
Appendix - 14 商务签证申请
Date:
The Director General,
Department of Industries Rs. 5/ -
Tripureshwor, Kathmandu. postage stamp
Subject: Recommendation for Business Visa
Dear Sir,
We are a joint venture/cent percent foreign investment company with an objective of producing
..
. Our industry was registered at your Department on
, and came into the operation on
.. Out of
direct employment created in the factory,
. are foreign nationals. The approved investments on fixed asset and working capital were Rs
.. and
Rs
.. respectively. Till date Rs
. has been invested in the company, out of which Rs
has been invested by the foreign investor/s. The current status of the existing foreign investors is given below/enclosed herewith.
Amongst the aforementioned investors, the following investors (authorised representative)/dependents business visa expires as mentioned below. The Department last recommended His/her/their visa on
. for a period of
.. year/s. We, therefore, kindly request you to recommend business visa to him/her/them for .......... years.
Enclosed
1. Progress report of the industry (for new) or last audited balance sheet Yours faithfully,
2. Proof of the investment made by the said investor/s
3. Photocopy of the passport with latest visa
4. Dependent relation certificate, if applicable
Note:
1. Status means either shareholder or director or managing director or chairman (or similar position in the company)
2. Application for visa extension should be filed at least 30 days prior to visa (Name & Designation)expiry date.
3. Recommendation for visa period is dependent on the criteria set by the Company seal Department.
Appendix - 15 非旅游签证申请
The Director General,
Department of Industries
Tripureshwor, Kathmandu.
Subject : Recommendation for non tourist visa.
Dear Sir/Madam,
My name is ..................................................... and am a citizen of .................................... holding passport no ........................................... I am interested to set up .................................................. industry in Nepal on 100% foreign ownership/on a joint venture with Mr./Messrs ..................................................
The proposed venture is estimated to manufacture/provide service to
..................................... ..................................per year. The total project cost is estimated at Rs. ..................................... out of which I will invest up to Rs.
. ...........
. The project is also expected to provide direct employment to ...................... persons.
I, therefore, kindly request you to recommend ...... month/s non tourist visa to prepare feasibility study of the above mentioned industry.
Thanking You.
Yours faithfully,
Enclosed :
1. Brief description about the proposed industry.
.
..
2. Citizenship certificate of Nepalese (Name of investor)promoter
3. My bio-data. Contact Address .....................
............
4. Passport and latest visa photocopy. ................................
.
Tel. no.
Note:
1. Application for Visa Extension should be filed at least fifteen days before visa expiry date.
2. Further visa extension will be recommended only on presentation of progress report during the last visa recommendation period.
3. Person holding such non-tourist visa are not allowed to do any other business or work other than proposed study.
4. If necessary, original passport is to be produced to the Department.
Appendix - 16 移民局申请
The Director General,
Department of Immigration PassportKathmandu, Nepal. Size
Dear Sir/madam,
I would like to request you to kindly issue me study/non-tourist/business visa for period mentioned below. My particulars are as under:
1. Name in full Mr. / Mrs. / Miss. ............................................................................
2. Nationality ....................................................................
3. Place of Birth ........................................................................
4. Date of Birth ............................................................................
5. Permanent Address ..........................................................................
6. Present address in Nepal ..........................................................................
7.Profession .....................................................................
8. Particulars of Passport : (a) Passport No. .........................................................
(b) Date of issue .........................................................
(c) Validity .........................................................
8. (a) Date of entry in to Nepal ....................................... (b) Port of entry
...........
9. Period spent in Nepal (Total)
.
10. Last Visa number
..
...........
11. (a) Validity of last visa issued ....................................... (b) Type of visa
...........
12. Reason for request for visa extension
13. Period of which extension is sought
.
14. Affiliated agency/area in Nepal
15. (a) Whether local tax to be borne? ............................. (b) If yes, proof attached? ...
........
16. Family members (number)
17. Means of support in Nepal ( State amount in foreign exchange) ..............................
18. Basis for extension request
..
19. Others, if any
20. Attached documents: (a) Recommendation from the concerned agency
(b) Work Permit (c) （d）
Signature of Applicant
Date :
Appendix - 17 原产地证明
FOR EXPORTS FREE OF CUSTOM DUTIES UNDER THE TREATY OF TRADE BETWEEN HIS
MAJESTY'S GOVERNMENT OF NEPAL AND THE GOVERNMENT OF INDIA
Reference No.
1. Articles consigned from ( Exporter's business name, address)
2. Articles consigned to ( Consignee's name, address)
3. Means of transport and route
4. Item Number (HS Tariff Line)
5. Marks and number of packages
6. Description of Articles
7. Gross weight or other quantity
8. Number of date of Invoice together with value.
9. Declaration by the exporter :
The undersigned hereby declares that the details furnished above are correct, that the articles were produced in Nepal and that they comply with the Rules of Origin specified in the Treaty of Trade between His Majesty's Government of Nepal and the Government of India.
...................................................
( Place & Date, Signature of Authorised Signatory)
10. Certification
It is certified that the articles herein referred to are eligible for preferential treatment as per provisions of the Treaty of Trade between His Majesty's Government of Nepal and the Government of India. It is further certified that :
1. The articles have been manufactured in Nepal at a factory situated at ................................................ (name of the place/district) by M/s .......................................................... (name of the company);
2. The articles involve manufacturing activities in Nepal and that the manufacturing activity consists of converting ..................... (Major inputs) into .................................... (out put) through a process consisting ............. .................. ...................................( brief description of manufacturing process)
3.The above articles do not involve any assembly of parts / repackaging operations.
4. The articles in question are not products of third country origin.
For His Majesty's Govt. of Nepal
( Place and Date, Signature and Stamp of FNCCI / FNCCI member )
Appendix - 18 企业设置地点
㈠可以设在加德满都城内的行业
1.村舍行业
除制革行业外的传统村舍行业
2 旅游行业
旅游代理
徒步旅行代理
酒店、景点、餐馆
3 生产型行业
除肉类加工外的食品加工，机械设备价值在2000,000卢比以上
电子装配
蜡烛，机械设备价值100,000卢比以上
文具(纸造文具：机械设备价值100,000卢比以上)
木制家具，机械设备价值50,000卢比以上
绒沙纺线
人造革包，机械设备价值100,000卢比以上
皮制产品，机械设备价值100,000卢比以上
草药，机械设备价值50,000卢比以上
4 建筑行业
桥梁
写字楼、商务楼
汽车修理厂
㈡不可设在加德满都城内的行业
大中化工实验室
机械设备价值在200,000卢比以上的车间
切割钢管、板
再包装业，茶叶、盐、糖等除外
电影处理
洗染厂、洗衣厂
冷冻储藏
制革
化肥
水泥
大中炼铁/钢、铸造厂
纸浆和造纸，小型手工和传统方式除外
苏打化工生产
汽油、柴油炼油厂
印染工业
酸性化工
发哮、蒸馏工业
大中电镀工业
生产糖
橡胶加工
大中油漆工业
漂白工业
㈢不可设在任何城市的行业
除了㈡所规定的以外，还有以石头为主要原材料有关工业
Appendix - 19 生产用电申请
S.No.
Nepal Electricity Authority
Office copy
Ref.No.
Application for Supply of Electricity
Date :
Application's Name
IN BLOCK LETTER
Father's Name/Husband's Name :Grand
Father's Name :Owner's
Name :Full
address at which supply is required
Block No. Tole Municipality Ward No
District Phone No. Office Residence
Description of premises, (House, Shop etc.) Flour No.
Total Room No.
If the supply is available in the above mentioned place in whose name
Customer No. Year of connection
Name :
Father's Name :
Name and address of wiring contractor
Tariff required Domestic Industrial Commercial Non commercial Others
Mark circle on the category given below
New Supply Temporary Additional Change of Others
Supply Supply Tariff
Supply is required No. Total Watts Motor No. Power Phase
List of Install equipments in the case of three phase supply
Light
Fans
Power Sockets
Water Heater
Heater
Cooker, Hot Pl.
Refrigerators
Air Cond.
Others
Date of Power Connection :
Customer Name's : Signature of Customer Date
Appendix -20 投资鼓励措施
㈠公司税不超过利润的20%，香烟、烟草、酒、啤酒等除外
㈡在边远地区、不发达和贫困地区的工业，可以分别免除30%、25%、20%税收。
㈢允许企业在所得税法对固定资产贬值规定的基础上，对企业的固定资产投资按贬值三分之一计。
㈣企业通过再投资使经营多样化、在原来基础上扩张25%以上、技术革新、发展副业，就可以得到新增固定资产40%的所得税扣除。
㈤投资现代化成套设备控制环境污染的企业，可从应税收入中减免多达50%。
㈥企业用在技能发展和培训方面的开支可以资本化。
㈦企业开始运营后，可从毛利扣除10%补偿企业技术发展、生产发展和技能提高所支出的费用，不计入净收入。
㈧投资分红征收5%税。
㈨允许扣除5%毛收入，不计入净收入，作为改善学校、医院、宗教寺庙条件和其它社会福利活动捐助补偿。
㈩允许扣除5%毛收入，不计入净收入，作为生产和服务广告、接待支出费用补偿。
(十一)除了生产烟草、香烟、雪茄、酒、啤酒、锯木厂的企业外，凡是生产中使用高于80%本地原材料并全部雇用尼泊尔人的企业可以获得10%所得税扣除。
(十二) 对于年内直接招收600尼泊尔雇员以上的企业，该年可以在所有优惠基础上，再增加10的所得税扣除。
(十三)企业可根据《工业企业法》获得退税，企业生产用于生产出口产品的半成品，将根据出口量得到对这些半成品原材料保险费、关税、消费税、销售税返还
(十四)成立企业可优先获得基础设施。
(十五)成立企业可优先获得政府土地和在工业区的土地。
Appendix - 21 村舍工业范围
(根据《工业企业法令2054》)
手摇纺织机、脚踏织布机、半自动织布机、纺线机、印染、裁缝（成衣除外）、针织、手工针织绒毛毯、羊毛地毯、围巾、羊绒外衣、木工、木制艺术品、藤条竹子手工制品、天然纤维制品、手工造纸和以此为材料的制品、黄金、金银铜及宝石为材料的饰品、雕刻和陶器、蜂蜜、豆类加工、粘土和陶器制品、皮革加工、皮革制品生产、种植黄麻、棉线产品、羊或牛角制品、石头雕刻、陶器艺术制品、小型服装销售店、熏香制品、洋娃娃和20万卢比以上固定资产的玩具厂（不含土地和建筑）。
注：
除特别指定的以外，上述工业所使用机械不得使用5千瓦以上的电动机、柴油或汽油发电机。电动织布机不包括在村舍工业中。
机械化的羊毛纺纱和羊绒地毯制造必须经过批准。
Appendix - 22 民族优先工业
(根据《工业企业法令2054》)
㈠森林土壤基础行业
㈡工程工业(生产农业和工业机械)
㈢生产节能和控制污染的机械设备装置工业
㈣固体废物处理行业
㈤道路、桥梁、隧道、索道、立交桥、电车生产和运营行业
㈥加德满都外的医疗卫生业
㈦生产传统医药、拐杖、手杖、轮椅、担架等用于救灾和外科的产品的行业
㈧冷冻储藏、保鲜设施业
Appendix - 23 区域分类
(《工业企业法》附件3)
以下县为边远地区
1. Darchula，2. Bajhang，3. Bajura，4. Humla 5. Jumla， 6. Mugu
7. Kalikot，8. Ropla，9. Mustang，10. Manang，11. Solukhumbu 12. Sankhuwasabha，13. Khotang，14. Bhojpur，15. Achham
16. Dailekh，17. Jajarkot，18. Rukum，19. Okhaldhunga， 20 Myagdi
21. Terathum，22. Ramechhap
以下县为不发达地区
Taplejung，2. Rolpa，3. Baitadi，4. Rasuwa，5. Gulmi
6. Prabat，7. Dadeldhura，8. Pyuthan，9. Doti，10. Salyan
11. Panchthar，12. Baglung，13. Sindhupalchok
以下县为贫困地区
1. Kailali，2. Surkhet，3. Arghakhanchi，4. Palpa，5. Syanja 6. Dhading，7. Lamjung，8. Tanahun，9. Gorkha，10. Sindhuli
11. Udayapur，12. Dhanakuta，13. Ilam，14. Kanchanpur，15. Bardia 16. Dang，17. Nuwakot，18. Kavrepalanchok，19. Dolakha
Appendix - 24 所得税规则规定的贬值率(渐减贬值率体制)
㈠建筑
1.水泥材料 5 %
2.泥土材料 7 %
3.临时材料(木头或茅草) 50 %
㈡运载工具
1.飞机、直升机 25 %
2.船、艇 20 %
3.面包、卡车、拖拉机 20 %
4.轿车、吉普、敞篷车、摩托 15 %
5.自行车、人力车 20 %
6.动物牵引的车船 25 %
7.其它运载工具 15 %
㈢家具
1.金属的 10 %
2.木制的 15 %
㈣机械设备、工具
与建筑、道路、桥梁、矿山、隧道有关的
重型 25 %
轻型 15 %
2.与电子、电话有关的 15%
3.冰箱、空调等类似设备 15 %
4.电梯、扶梯 15 %
5.计算机和相关设备 20 %
6.生产和放映影片的机械设备 20 %
7.用来生产砖头瓦片的模具 15 %
8.橡胶、塑料生产用机械设备 15 %
9.生产针织品、毛料品的机械设备 15 %
10.用来缝制帆布、皮子产品的机械设备 15 %
11.工厂成套设备 15 %
12.果汁加工锅 20 %
13.蔗糖加工设备 15 %
14.生产火柴木制结构 20 %
15.用于医药处理的工具和设备 15 %
16.X射线设备 20 %
17.实验室设备 15 %
18.办公设备用具 15 %
Appendix - 2５退 税 申 请 表
(根据《工业企业法1992》第15节"u"和"w"条款)
1. Name & Address of the Industry : 2. Name & Address of Buyer :
3. Name & quantity of goods sold : 4. Duration of supply from Factory :
5. Sales Price in foreign currency : 6. Agency certifying the incomes :
7. Description of raw materials used :
Documents to be attached
1. Sales Invoice
2. Original Custom Declaration Certificate of imported raw materials & receipt of custom payment
3. Proof of payment in convertible foreign currency
4. Copy of agreement with buyer
5. Original copy of import licence and receipt No.
6. L/C and Invoice of raw material, if imported under auction.
Appendix -26 工业要素成本
1. Cost of Industrial Sites ( 1 Ropani = 5476 Sq. ft.)
a. Kathmandu Rs. 20,00,000 -60,00,000 Per ropani
b. Outside Kathmandu
Lalitpur Rs. 1,500,000 -3,000,000 Per ropani
Bhaktapur Rs. 500,000 -1,500,000 Per ropani
Hetauda Rs. 200,000 -300,000 Per ropani
Pokhara Rs. 500,000 -2,000,000 Per ropani
Butawal Rs. 200,000 -250,000 Per ropani
Dharan Rs. 200,000 -250,000 Per ropani
Nepalgunj Rs. 250,000 -450,000 Per ropani
Surkhet Rs. 70,000 -85,000 Per ropani
Biratnagar Rs. 200,000 -400,000 Per ropani
Birgunj Rs. 300,000 -450,000 Per ropani
Banepa, Dhulikhel Rs. 300,000 -1500,000 Per ropani
2. Construction Costs
A. Factory Building Rs. 500 -700 Per Sq.ft
B. Office Building Rs. 600 -800 Per Sq.ft
C. Material Cost :
a. Cement Rs. 8,000/mt.
b. Torsteels Rods Rs. 43000/ (CRT)-44000 (TMT) mt
c. Bricks Rs. 3080- 3575 / Thousand Pieces
d. Sand Rs. 350/ Cubic Meter
e. Stone Aggregates Rs. 800-1000 / Cubic Meter
f. Asbestos Sheets - Rs. 450-650 / Square Meter
g. Other Roofing Sheets Rs. 500 / Square Meter
Source : From various organizations
3. Electricity ( Industrial Tariff ) : Effective from August 17, 2001
All Amounts in NRs.
Note : If demand meter reads Kilo Watts (KW) then KVA= KW/.8.
10% discount in the total bill amount will be given to the HMG/N approved Industrial Districts.
4. Fuel (As of August 2004)
(For Kathmandu)
a. Petrol Rs. 62.00/litre
b. Diesel Rs. 41.00/litre
c. LPG Rs. 900/Cylinder
d. Aviation Turbine Fuel Rs. 46.00/litre
e. Kerosene Rs. 36.00/litre
f. Furnace Oil Rs. 33.00/litre
g. Light Diesel Oil Rs. 44.00/litre
Source :Nepal Oil Corporation
5. Salaries and Wages ( Per month)
a. Managerial Grade Rs. 15,000 -30,000
b. Engineers Rs. 10,000 -25,000
c. Technical Operator Rs. 5000 -8,000
d. Junior Operator Rs. 3,500 -5,000
e. Office Assistant Rs. 4,000 -5,000
f. Clerical Grade Rs. 3000 -4,500
g. Labour Grades
Skilled Rs. 6,000
SemiskilledRs. 4,500
Unskilled Rs. 2,500
(* It would be appropriate to add 25 percent of above salaries to take account of social costs.).
6. Rent (Office and Residential)
Kathmandu -residential Rs. 15,000 -40,000/month
Kathmandu - office Rs. 6 -15 per sq.ft. per month
Butawal - office Rs. 5 -8 per sq.ft. per month
Hetauda - office Rs. 3 -5 per sq.ft. per month
Pokhara - office Rs. 4 -5 per sq.ft. per month
Biratnagar - office Rs. 4 -6 per sq.ft. per month
Birgunj - office Rs. 6 10 per sq.ft. per month
7. Water Rates
8. Clearing & Forwarding Charges at Calcutta and Haldia Por ts.
Clearing commission and undertaking charges : One percent of the CIF Calcutta price of the consignment.
9. Freight by Road*
Destination Open Truck Trailer Container
Minimum NRs.M.To Minimum NRs.M.Ton Minimum
Sector Nrs./M.T Chargeable n Chargeable Chargeable
on weigh weigh weigh
Calcutta to Birgunj 1920 9 M. Ton 2240 18 M.Ton 2080 9 M.Ton
Calcutta to Biratnagar 1440 9 M. Ton 1760 18 M.Ton 1600 9 M.Ton
Birgunj to Kathmandu 1200 10 M. Ton 3200 15 M.Ton 1360 10 M.Ton
Biratnagar to 1920 10 M. Ton 4800 15 M.Ton 2240 10 M.Ton
Kathmandu
Minimum chargeable weight - 18 tonnes.
10. Air Freight
Minimum National Charge Charge Per Charge Per Kg. if
Charge upto 45 Kg. Kg. if exceeding
Upto 3 Kg. exceeding 500 Kg
Kathmandu - Delhi NRs. 138.00 NRs. 43.00 NRs. 35.00 NRs. 19.25
Kathmandu - Calcutta NRs. 138.00 NRs. 29.00 NRs. 25.00 NRs. 15.50
Kathmandu - Bangkok US$ 20.00 US$ 1.83 US$ 1.37 US$ 1.07
Kathmandu - Karachi US$ 11.00 US$ 1.51 US$ 1.13 US$ 1.01
Kathmandu - Singapore US$ 20.00 US$ 3.14 US$ 2.45 US$ 1.45
Kathmandu - Hongkong US$ 20.00 US$ 2.64 US$ 1.99 US$ 1.60
Kathmandu - Dubai US$ 19.00 US$ 3.82 US$ 2.86 US$ 2.14
Kathmandu - Frankfurt US$ 24.00 US$ 4.40 US$ 3.47 US$ 2.52
Kathmandu - Tokyo US$ 20.00 US$ 5.17 US$ 3.88 US$ 3.73
Kathmandu - London US$ 24.00 US$ 4.63 US$ 3.62 US$ 2.66
Kathmandu - Dhaka US$ 11.00 US$ 0.55 US$ 0.42 -
Kathmandu- Colombo US$ 11.00 US$ 1.71 US$ 1.28 US$ 11.00
Kathmandu-Male US$ 11.00 US$ 1.79 US$ 1.34 US$ 1.03
11. Current Lending Rates of Commercial Banks (as of May 2004)
(Negotiable depending upon volume and other business)
a. Commercial Loan 8.5- 16.0 %
b. Deprived Sector Loan 5.5-12.0 %
c Priority Sector Loan 10.5-14.5 %
d. Over Draft Facility 10.0-17.0 %
e. Term Loan 10.5-14..0 %
f. Working Capital Loan 9.0 - 13.5 %
g. Loan Against Bond 6..5-9.5 %
h. Loan Against Bank Guarantee 8.0-12.0 %
i. Loan Against Fixed Deposit 1.0-3.0 % Over deposit rate
j. Import Finance 8.0-13.5 %
k. Hire Purchase Loan 9.0-15.0 %
l. Export Credit Loan 4.0-12.5 %
m. Industrial Loan 8.5-14.0 %
13. Telecommunication
a. International Trunk (ISD) Tariff Rates
6 Am to 8 Pm 8 Pm to 6 Am Per Plus (Rs.)
Per minute
Tariff (Rs)
Plus Period
(Second)
Per minute
Tariff (Rs)
Plus Period
(Second)
India. 25.00 2.4 15.00 4.00 1.00
SAARC Countries
(Except India)
25.00 2.4 20.00 3.00 1.00
Kinds of Call Business Hour Call (8 am to
6 Pm)
8 Pm to 6 Am
Normal Hour Call (6 Pm 10
Pm & 6 am to 8 am.
Off Hour Call ( 10 Pm to 6
Am)
Per
Plus
(Rs.)
Continents &
Countries.
Per minute
Tariff (Rs)
Plus Period
(Second)
Per minute
Tariff (Rs)
Plus Period
(Second)
Per minute
Tariff (Rs)
Plus Period
(Second)
India. Trans
Boarder Call
5.00 12.00 5.00 12.00 5.00 12.00 1.00
Asian Countries (
Except SAARC
Countries),
Australia, Europe,
& North America
75.00 2.4. 75.00 2.4 75.00 2.4 3.00
Rest other
Countries
90.00 2.00 90.00 2.00 90.00 2.00 3.00
b. Telex
i. India
NRs. 54 per minute
ii. SAARC Countries NRs. 54 per minute
iii. Other Countries NRs. 120 per minute
c. Fax
Rates same as for international Calls.
14. Exchange Rates As on June 29, 2005 (Major Currency )
Exchange Rates Fixed by Nepal Rastra Bank
Currency Unit Buying (Rs.) Selling (Rs.)
Indian Rupees 100 160.00 160.15
Open Market Exchange Rates
(For the purpose of Nepal Rastra Bank )
Currency Unit Buying Rate (Rs.) Selling Rate (Rs.)
U.S. Dollar 1 70.35 70.49
Euro 1 85.33 86.04
Pound Sterling 1 128.26 120.34
Swiss Frank 1 55.25 55.71
Australian Dollar 1 53.97 54.42
Canadian Dollar 1 57.02 57.49
Singapore Dollar
1 41.28 42.24
Japanese Yen 10 6.41 6.46
Swedish Crooner 1 9.09
Austrian Ceiling 1 4.93
Danish Crooner 1 11.46
Hongkong Dollar 1 9.05
Saudi Arab Riyal 1 18.76
Qatar Riyal 1 19. 32
Note : Under the present system, the open market exchange rates quoted by different banks may differ.
Appendix - 27 企业统计报告
1. Name of Industry 2. Address
3. Telephone No. 4. Fax No.
5. E-mail 6. Industrial Statistics
6. Raw Material Consumed Quantity
7. No of Employees : Local Foreign Total
8. Current Status of the industry Operational/Closed/Under-construction
9. No of days the industry in operation
10. Shift per day
Filled by :
Name :
Designation :
Signature :
Date : Seal of Company
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