Service
M&A advisory in Nepal
A deal is decided by numbers long before it is signed. We help buyers, sellers and merging companies understand what a business is worth, what is behind its profit, and how a transaction should be structured, then work alongside your lawyer through to completion.
Who this is for
- Owners considering selling all or part of the business
- Companies looking to acquire a competitor, supplier or new line of business
- Businesses exploring a merger or bringing in a strategic partner
- Investors who want an independent view of the numbers before committing
What it includes
- 01
Valuation
A reasoned range for the business, using more than one method, with the assumptions written down.
- 02
Sell-side preparation
Accounts, adjusted profit and an information pack put in order before buyers see them.
- 03
Buy-side analysis
Financial due diligence, quality of earnings, and a view on what to pay and what to protect.
- 04
Deal structuring
Share purchase or asset purchase, payment terms and tax effects compared.
- 05
Regulatory roadmap
The approvals a transaction may need, such as the Company Registrar, NRB, SEBON or industry regulators, and their order.
- 06
Negotiation support
Numbers and analysis for the negotiating table, alongside your lawyer.
How it works
- 01
Understand the aim
What you want from the deal and what you would walk away from.
- 02
Analyse the numbers
Valuation, diligence or preparation, depending on which side you are on.
- 03
Structure the deal
Options compared, with tax and regulatory effects.
- 04
Support to completion
Analysis and coordination through negotiation and closing.
What we need from you
Having these ready shortens the first meeting. Share documents only once an engagement is agreed.
- Financial statements. The last three years of accounts, and current management accounts.
- The business in outline. What it does, its main customers, contracts and people.
- Ownership details. Who owns what, and any agreements between owners.
- Your objectives. Timing, price expectations and any conditions that matter to you.
How we price this work
There is no standard price list, because the fee follows the scope and the depth of the work. We agree both in writing before anything starts.
- ScopeWhat is included, and what is not, set out in plain terms.
- Volume and condition of recordsClean, current books cost less to work from than a backlog.
- Depth and complexityA review is different from a full defence, filing or build.
- DeadlineWork against a fixed date, such as a reply to the IRD, is planned around it.
One-off work is quoted as a fixed fee for a defined scope. Ongoing work is a monthly retainer. The first 30-minute call is free, and you leave it with an indication of the cost and the time involved, even if you decide not to hire us. Book a free call.
Questions people ask
Do you find buyers or sellers?
Our role is the financial and structuring work. Introductions may come through our network, but we do not promise a counterparty.
Do you draft the agreements?
No. Legal drafting and title work sit with your lawyer, and we work alongside them.
When should a seller start preparing?
Twelve to eighteen months before, if possible. Clean accounts and a clear story take time to build.
What approvals does a merger in Nepal need?
Under the Companies Act, 2063, each company passes a special resolution and the Office of the Company Registrar approves the merger. Banks, insurers and listed companies need further sector approvals. Our guide sets out the steps.
Can a share sale or merger create a tax bill for the company?
It can. Under Section 57 of the Income Tax Act, 2058, a change of 50% or more in ownership within three years can treat the company as having disposed of its assets at market value. We test this before the structure is fixed.
Is the first conversation confidential?
Yes. Deal discussions are handled under confidentiality from the first call.