NCHL - Annual Report 79 80

Table of Content

2 01 OVERVIEW 43 NCHL-HELPDESK
2 CORPORATE PROFILE 43 TRAININGS, ORIENTATIONS AND AWARENESS
8 MAJOR MILESTONES 44 05 GOVERNANCE & RISK MANAGEMENT
10 FINANCIAL HIGHLIGHTS 44 CORPORATE GOVERNANCE
13 OPERATIONAL HIGHLIGHTS 45 THE BOARD OF DIRECTORS
14 MESSAGE FROM CHAIRMAN 46 AUDIT COMMITTEE
16 CEO’S STATEMENT 46 HR COMMITTEE
18 BOARD OF DIRECTORS 48 MERGER AND ACQUSITION COMMITTEE
20 MANAGEMENT TEAM 48 MEETING EXPENSES
22 02 PRODUCTS AND SERVICES 48 SHAREHOLDERS COMMUNICATION
22 NCHL ELECTRONIC CHEQUE CLEARING 48 INTERNAL CONTROLS
23 INTERBANK PAYMENT SYSTEM 49 ISO CERTIFICATION
24 NATIONAL PAYMENT SWITCH 50 RISK MANAGEMENT
25 RETAIL PAYMENT SWITCH 51 BUSINESS CONTINUITY PLAN ACTIVATION
26 NATIONAL PAYMENTS INTERFACE 52 06 MARKET ANALYSIS
26 CONNECTRTGS SYSTEM 54 07 HUMAN RESOURCES
27 CORPORATEPAY SYSTEM 54 ORGANIZATIONAL STRUCTURE
27 NATIONAL ARCHIVE SYSTEMS 55 KEY HUMAN RESOURCE INDICATORS
28 03 FINANCIAL REVIEWS 55 RECRUITMENT PROCESS
28 REPORTING PRONOUNCEMENTS 55 REMUNERATION AND BENEFITS
28 SNAPSHOT OF LAST 5 YEARS PERFORMANCE 56 STAFF TRAINING & DEVELOPMENT
28 PERFORMANCE OF CURRENT YEAR 56 STAFF WELFARE COMMITTEE
31 FINANCIAL RATIOS 56 STAFF HEALTH AND INSURANCE
33 VALUE GENERATION AND DISTRIBUTION 56 STAFF LEAVE
34 04 OPERATIONAL REVIEW 60 08 FINANCIAL AND RELATED INFORMATION
34 GON FACILITATION THROUGH NCHL SYSTEMS 60 DIRECTOR'S REPORT AND DISCLOSURE
35 NCHL MEMBERS 66 NRB APPROVAL OF THE AUDITED FINANCIALS
36 NCHL-ECC SYSTEM 68 INDEPENDENT AUDITOR’S REPORT
38 NCHL-IPS SYSTEM 72 AUDITED FINANCIAL STATEMENTS
40 RPS/CONNECTIPS 78 NOTES TO FINANCIAL STATEMENTS
42 NATIONAL PAYMENTS INTERFACE 110 ANNUAL GENERAL MEETING NOTICE
43 CORPORATEPAY 112 PROXY FORM
43 CONNECTRTGS
CORPORATE PROFILE
Company Name
Nepal Clearing House Limited

Url
www.nchl.com.np
www.connectips.com

Head Office Operations Office

3rd Floor, Kamaladi Complex, DD Plaza, Shanta Marg,
Kamaladi, Kathmandu, Nepal Kamaladi, Kathmandu, Nepal
Tel: +977-1-5970065 Tel: +977-1-5970065
Fax: +977-1-4255309 Toll Free number: 16600155306 (NTC) | +977- 9801528400 (NCELL)
Email: [email protected] Email: [email protected]
Legal Form
Incorporated as a Public Limited company under the sub section 1 of Section 5 of Companies Act, 2063 (First
Amendment 2074) on 8th Poush 2065 (23rd December 2008).
Licenses/Certifications
• Licensed by Nepal Rastra Bank as Payment System Operator (PSO)
• ISO 27001 certification for NCHL Systems
Ownership Structure
10%
Nepal Clearing House Limited, established under the
leadership and guidance of the Central Bank of Nepal, has
holding of 10% by Nepal Rastra Bank and 90% by various
Nepal Rastra Bank
banks and financial institutions. The banks and financial
institutions include commercial banks, development banks Bank & Financial Institutions
and finance companies. 90%
External Auditor Internal Auditor

M.B. Shrestha & Co. Prabin Joshi & Co.
Chartered Accountants Chartered Accountants
Sankhamul Road, Kathmandu, Nepal Maharajgunj, Kathmandu, Nepal
Tel: +977-4781818 Tel: +977-1-4433225, 4720959
IS Auditor ISO 27001 Auditor

Bizserve IT Pvt. Ltd. URS Nepal P. Ltd.
Dillibazar, Kathmandu, Nepal UKAS Management Systems
Tel: +977-1-4413535 Lazimpat, Kathmandu, Nepal
Tel: +977-1-4386324
Preamble of the Report

This annual report presents comprehensive position of NCHL from its financial, operational, risk & control and
related perspectives, as at the end of FY 2079/80 (2022/23). NCHL has applied NFRS in the preparation of the
financial statements, which has been duly audited, approved by the Board of Directors and needed approval
obtained from Nepal Rastra Bank.
2 Annual Report 2079/80

VISION, MISSION & CORE VALUES
Missions
• Establish and operate national systems for clearing,
Vision
payments and settlements;
‘To be a leading provider
• Facilitate the development of secure & trusted new
of electronic payment and
payment methods and technologies in Nepal;
settlement services’
• Protect and increase shareholders’ values;
• Establish as an organization of choice for the employees.
Core values
• Highest standards of ethics, integrity and teamwork;
• Commitment towards the members, shareholders,
partners and employees.
Our Commitment and Code of Conduct Principles

NCHL shall conduct its business in a highly professional and transparent manner to ensure that:
1. Every member of the NCHL shall deal with professionalism, honesty, integrity and with high moral and ethical
standards. Such conduct shall be fair and transparent.
2. NCHL is committed to enhance shareholder’s values and comply with all regulations and laws that govern
shareholders' rights and conduct its business affairs in accordance with the rules, regulations and the guidelines
prescribed by Nepal Rastra Bank (NRB) and other regulatory authorities.
3. NCHL shall market its products and services on their intrinsic merits and shall not make unfair and misleading
statements about competitors' products and services.
Strategic Objectives
The strategic objective of NCHL is to implement multiple payments, clearing and settlement systems to facilitate
digital payments in Nepal. Hence, it intends to establish the payment systems and processes for multiple financial
instruments and channels thereby leveraging and reinvesting into national payments infrastructures.
Value Added (Processing of Tax, Revenue, Cards, etc.)
Other Generic
Electronic Interbank Large Value Payment
Infrastructure Switch for
Cheque Payment Payments Gateway
Services Cards,
Clearing System (RTGS and
(CA, Others) Mobile,
(NCHL-ECC) (NCHL-IPS) Similar)
Others
Offline Integration Online Integration

(NRB GL, Member CBS, Others) (NRB GL, Member CBS, Others)
NCHL Product and Services Roadmap
Annual Report 2079/80 3

LIST OF SHAREHOLDERS
As at Asadh End 2080
S.N. Shareholders No. of Shares Value in NPR
Group 'A Shareholders
1 Nepal Rastra Bank 783,375 78,337,500
Group 'B' Shareholders
2 Agricultural Development Bank Ltd. 24,067 2,406,700
3 Bank of Kathmandu Ltd. 279,484 27,948,400
4 Century Commercial Bank Ltd. 111,588 11,158,800
5 Citizens Bank International Ltd. 170,142 17,014,200
6 Civil Bank Ltd. 267,932 26,793,200
7 Everest Bank Ltd. 130,562 13,056,200
8 Global IME Bank Ltd. 559,998 55,999,800
9 Himalayan Bank Ltd. 130,562 13,056,200
10 Kumari Bank Ltd. 274,356 27,435,600
11 Laxmi Bank Ltd. 135,784 13,578,400
12 Machhapuchchhre Bank Ltd. 130,562 13,056,200
13 Mega Bank Nepal Ltd. 182,615 18,261,500
14 Nabil Bank Ltd. 148,919 14,891,900
15 Nepal Bangladesh Bank Ltd. 130,562 13,056,200
16 Nepal Bank Ltd. 130,562 13,056,200
17 Nepal Credit & Commerce Bank Ltd. 215,593 21,559,300
18 Nepal Investment Bank Ltd. 279,484 27,948,400
19 Nepal SBI Bank Ltd. 130,562 13,056,200
20 NIC Asia Bank Ltd. 261,125 26,112,500
21 NMB Bank Ltd. 275,126 27,512,600
22 Prabhu Bank Ltd. 287,526 28,752,600
23 Prime Commercial Bank Ltd. 213,563 21,356,300
24 Rastriya Banijya Bank Ltd. 130,562 13,056,200
25 Sanima Bank Ltd. 120,253 12,025,300
26 Siddhartha Bank Ltd. 962,253 96,225,300
27 Standard Chartered Bank Nepal Ltd. 130,562 13,056,200
28 Sunrise Bank Ltd. 154,145 15,414,500
29 Excel Development Bank Ltd. 5,222 522,200
30 Garima Bikas Bank Ltd. 32,310 3,231,000
31 Jyoti Bikas Bank Ltd. 46,162 4,616,200
32 Kamana Sewa Bikas Bank Ltd. 31,993 3,199,300
33 Lumbini Bikas Bank Ltd. 124,377 12,437,700
34 Mahalaxmi Bikas Bank Ltd. 221,137 22,113,700
35 Miteri Development Bank Ltd. 24,614 2,461,400
36 Muktinath Bikas Bank Ltd. 15,670 1,567,000
37 Shangri-la Development Bank Ltd. 48,308 4,830,800
38 Shine Resunga Development Bank Ltd. 21,549 2,154,900
39 Best Finance Ltd. 105,760 10,576,000
40 Central Finance Ltd. 36,715 3,671,500
41 Crystal Finance Ltd. 5,222 522,200
42 Goodwill Finance Ltd. 100,539 10,053,900
43 Guheshwori Merchant Banking & Finance Ltd. 18,361 1,836,100
44 Gurkhas Finance Ltd. 5,222 522,200
45 Himalaya Finance Ltd. 5,222 522,200
46 ICFC Finance Ltd. 18,361 1,836,100
47 Janaki Finance Co. Ltd. 18,361 1,836,100
48 Multipurpose Finance Co. Ltd. 5,222 522,200
49 Nepal Finance Ltd. 77,448 7,744,800
50 Nepal Share Markets & Finance Ltd. 5,222 522,200
51 Pokhara Finance Ltd. 18,361 1,836,100
52 Progressive Finance Ltd. 5,222 522,200
53 Reliance Finance Ltd. 56,551 5,655,100
54 Samriddhi Finance Co. Ltd. 5,222 522,200
55 Shree Investment & Finance Co. Ltd. 23,581 2,358,100
GRAND TOTAL 7,833,758 783,375,800

MEMBERS
S.N. Members ECC IPS connectIPS connectRTGS NPI AsNPS-RPS

at Asadh End 2080
corporatePAY
Direct Members
1. Nepal Rastra Bank ü ü ü
2. Nepal Infrastructure Bank Ltd. ü ü ü ü *
3. Agricultural Development Bank Ltd. ü ü ü ü ü ü 
4. Citizens Bank International Ltd. ü ü ü ü ü ü 
5. Everest Bank Ltd. ü ü ü ü ü 
6. Global IME Bank Ltd. ü ü ü ü ü ü 
7. Himalayan Bank Ltd. ü ü ü ü ü ü 
8. Kumari Bank Ltd. ü ü ü ü ü ü 
9. Laxmi Sunrise Bank Ltd. ü ü ü ü ü ü 
10. Machhapuchchhre Bank Ltd. ü ü ü ü ü ü 
11. Nabil Bank Ltd. ü ü ü ü ü * 
12. Nepal Bank Ltd. ü ü ü ü ü ü 
13. Nepal Investment Mega Bank Ltd. ü ü ü ü ü 
14. Nepal SBI Bank Ltd. ü ü ü ü ü ü 
15. NIC Asia Bank Ltd. ü ü ü ü ü ü 
16. NMB Bank Ltd. ü ü ü ü ü ü 
17. Prabhu Bank Ltd. ü ü ü ü ü ü 
18. Prime Commercial Bank Ltd. ü ü ü ü ü ü 
19. Rastriya Banijya Bank Ltd. ü ü ü ü ü ü 
20. Sanima Bank Ltd. ü ü ü ü ü ü 
21. Siddhartha Bank Ltd. ü ü ü ü ü ü 
22. Standard Chartered Bank Nepal Ltd. ü ü ü ü ü
23. Corporate Development Bank Ltd. ü ü ü
24. Excel Development Bank Ltd ü ü ü * ü 
25. Garima Bikas Bank Ltd. ü ü ü ü ü ü 
26. Green Development Bank Ltd. ü ü ü ü *
27. Jyoti Bikash Bank Ltd. ü ü ü ü ü ü 
28. Kamana Sewa Bikas Bank Ltd. ü ü ü ü ü ü 
29. Karnali Development Bank Ltd. ü ü ü *
30. Lumbini Bikas Bank Ltd. ü ü ü ü ü * 
31. Mahalaxmi Bikas Bank Ltd. ü ü ü ü ü ü 
32. Miteri Development Bank Ltd. ü ü ü ü ü
33. Muktinath Bikas Bank Ltd. ü ü ü ü ü ü 
34. Narayani Development Bank Ltd. ü ü ü
35. Saptakoshi Development Bank Ltd. ü ü ü ü *
36. Shangri-la Development Bank Ltd. ü ü ü ü ü 
37. Shine Resunga Development Bank Ltd. ü ü ü ü ü ü 
38. Sindhu Bikas Bank Ltd. ü ü ü ü ü *
39. Best Finance Company Ltd. ü ü ü ü ü * *
40. Central Finance Ltd. ü ü ü ü ü ü *
41. Goodwill Finance Ltd. ü ü ü ü ü ü 
42. Guheshwori Merchant Banking & Finance Ltd. ü ü ü ü ü * 
43. Gurkhas Finance Ltd. ü ü ü ü ü * *
44. ICFC Finance Ltd. ü ü ü ü ü ü 
45. Janaki Finance Company Ltd. ü ü ü ü ü
46. Manjushree Finance Ltd. ü ü ü ü ü ü *
47. Multipurpose Finance Company Ltd. ü ü ü ü ü
48. Nepal Finance Ltd. ü ü ü ü ü ü 
49. Pokhara Finance Ltd. ü ü ü ü *
50. Progressive Finance Ltd. ü ü ü ü ü * 
51. Reliance Finance Ltd. ü ü ü ü ü * *
52. Samriddhi Finance Company Ltd. ü ü ü ü ü  *
53. Shree Investment and Finance Co. Ltd. ü ü ü * *
Total Direct Members Live 53 53 52 42 45 34 33

S.N. Members ECC IPS connectIPS connectRTGS NPI NPS-RPS corporatePAY
Indirect/ Technical Members
1. Beema Samiti *
2. Nepal Stock Exchange Ltd. (NEPSE) ü
3. Citizen Investment Trust (CIT) ü
4. Employee Provident Fund (EPF) ü
5. Nepal Oil Corporation *
6. Rastriya Beema Sansthan ü
7. Social Security Fund (SSF) ü
8. Nepal Payment Solution Pvt. Ltd. (NPS) ü
9. SmartChoice Technology (SCT) ü
10. Cellcom Pvt Ltd. (Cellpay) ü
11. CG Pay Nepal Pvt Ltd (CG Pay) ü
12. DigiPay Pvt. Ltd. (Digipay) ü
13. E-Net Payment P. Ltd. (Enet) ü
14. Focusone Payment Solution Pvt Ltd (Moco) ü
15. Goldmine Business Group Pvt. Ltd. (Dpaisa) ü
16. Icash Pvt Ltd (icash) ü
17. IME Digital Solutions Ltd. (IME Pay) ü
18. iPay Pvt. Ltd. (edheba) ü
19. Lenden Sewa P. Ltd. (Hamro Pay) ü
20. Nepal Digital Payments Company Ltd (Namaste Pay) ü
21. Nepal E-biz Management Pvt. Ltd.(Mobalet) ü
22. Nepal Pay Time P. Ltd. (Paytime) ü
23. PayNep P. Ltd. (Moru) ü
24. Paywell Nepal P. Ltd. (Paywell) ü
25. Prabhu Technology P. Ltd. (Prabhu Pay) ü
26. Qpay P. Ltd. (QPay) ü
27. Sajilo Pay Payment Services Pvt Ltd.(Sajilo Pay) ü
28. Smart Card Nepal P. Ltd.(Smart Card) ü
29. Sparrow Pay P. Ltd. (Khalti) ü
30. Sulav Pay P. Ltd.(nCash) ü
31. Global IME Capital Limited ü
32. NIBL Ace capital Limited *
33. NMB Capital Ltd. *
34. Siddhartha Capital Ltd ü
35. Ajod Insurance Ltd.-in process of merger ü
36. American Life Insurance Company ü
37. Asian Life Insurance Ltd. ü
38. Citizens Life Insurance Company Ltd. ü
39. General Insurance Company Nepal Ltd.merged sanima *
40. HimalayanLife Insurance Ltd. ü
41. IGI Prudential Insurance Limited *
42. IME Life Insurance ü
43. Nepal Life Insurance Company ü
Premier Insurance Company (Nepal) Limited merged
44. ü
Siddhartha
45. Reliable Nepal Life Insurance Ltd. *
46. Sun Nepal Life Insurance Company Ltd. ü
47. ATT Remit P. Ltd. *
48. Bhatbhateni Money Transfer Pvt. Ltd. ü
49. Cashway Money Transfer P. Ltd. ü
50. City Express Money Transfer P. Ltd. ü
51. Easylink Remittance Pvt. Ltd. ü
52. Esewa Money Transfer Pvt. Ltd. ü
53. GME Remit P. Ltd. ü
54. Hamro Patro Remit ü
55. IME Ltd. ü
56. Ipay Remit P. Ltd. ü

S.N. Members ECC IPS connectIPS connectRTGS NPI NPS-RPS corporatePAY
57. JME Remit Company Pvt Ltd ü
58. Nepal Remit International Pvt. Ltd. ü
59. Remit to Nepal *
60. Samsara Remit Pvt Ltd ü
61. Thamel Remit Pvt Ltd ü
62. Hamro Technology Pvt. Ltd. *
Nepal Federation of Savings and Credit Cooperative
63.
Unions Ltd.
*
64. Zinob Inc. Pvt. Ltd. *
65. Nepal Micro Insurance Company Limited *
66. Protective Micro Insurance Limited *
67. Crest Micro Life Insurance Ltd *
68. Guardian Micro Life Insurance Ltd *
69. Chhimek Laghubitta Bittiya Sanstha Ltd ü
70. Infinity Laghubitta Bittiya Sanstha Limited *
71. NIC ASIA Laghubitta Bittiya Sanstha Limited *
72. Nirdhan Utthan Laghubitta Bittiya Sanstha Limited *
73. Sana kishan Bikas Laghubitta Bittiya Sanstha Ltd ü
74. Swabalamban Laghubitta Bittiya Sanstha Ltd *
75. Swarojgar Laghubitta Bittiya Sanstha Limited *
76. Subisu Cablenet P. Ltd. ü
77. Vianet Communication P. Ltd. ü
78. Websufer Nepal Communication Pvt Ltd ü
79. Agni Incorporated Pvt. Ltd. ü
80. Arju Rice Mills Pvt Ltd *
81. Asian Paints *
82. Chaudhary Group *
83. F1Soft International Pvt. Ltd. ü
84. Flight Booking Center Pvt.ltd *
85. Gyan Enterprise ü
86. Hansraj Hulaschand And Co Pvt Ltd *
87. Jagdamba Motors Pvt Ltd *
88. Panchakamya Plast Pvt Ltd *
89. Prime Steel Pvt Ltd (Hulas Iron Group) *
90. Sasto Tickets Pvt. Ltd. *
91. Sipradi Trading Pvt. Ltd. ü
92. Surya Nepal Pvt Ltd *
93. United Distributor Pvt Ltd *
94. Varun Beverages Nepal ü
95. Yeti Airlines Pvt Ltd ü
96. Yeti Distillery Pvt Ltd ü
INDIRECT/ TECHNICAL MEMBERS 64
TOTAL MEMBERS LIVE 53 53 52 42 109 34 33
 Live
* Subscribed

MAJOR MILESTONES
3rd Feb 2012 17th August 2016
Commencement of Commencement of
Electronic Cheque Clearing Interbank Payment
System (NCHL-ECC) System (NCHL-IPS)
Official Launch of
Incorporated under
Nationwide rollout of connectIPS
Companies Act 2063
NCHL-ECC completed e-Payment System
of Nepal
23rd Dec 2008 9th Apr 2014 12th Oct 2018

15th Dec 2019 14th Jan 2021 6th March 2022
Rollout of connectRTGS Official Launch of Official Launch of

for commercial banks CORPORATEPAY NEPALPAYQR
Operations approval for

operations of Retail
Go-Live of NPI as Payment Switch
a consolidated API (NPS-RPS) & BFI boarding
14th November;
15th Mar 2020
18th November 2021

FINANCIAL HIGHLIGHTS
NET WORTH PER SHARE EARNING PER SHARE
NPR 231 PER SHARE NPR 48 PER SHARE

A decrease by 9% in comparison to A decrease by 23% in comparison to
preceding fiscal year due to the increased preceding fiscal year due to the increased
capital from bonus shares issued. number of shares and decreased rate of
Net Profit Increment by 6% as compared
to preceding fiscal year.
OPERATING REVENUE INDIRECT INCOME
NPR 681 MILLION NPR 148 MILLION

An increase of 3% in comparison to Indirect income has increased by 50%
preceding fiscal year is primarily from in comparison to preceding fiscal year
NCHL-IPS and connectIPS incomes. primarily due to increase in interest
income from investments.
OPERATING CASH FLOW INVESTING CASH FLOW
NPR 452 MILLION NPR 436 MILLION

A cash inflow increased by 13% as A cash outflow increased by 13% as
compared with preceding fiscal year. compared with preceding fiscal year.
NET PROFIT AFTER TAX RESERVE & SURPLUS
NPR 377 MILLION NPR 1,027 MILLION

An increase of 6% in comparison to An increase of 17% in comparison to
preceding fiscal year preceding fiscal year. Reserves are
established to support re-investment
into payment infrastructures, technology
enhancements, land & building and to
cover unforeseen risks.

Financial Summary (in NPR Millions) Total Assets Distribution FY 2079/80
2,083
1,810
1,659
1,288
1,011 1,446 18%
777 1,103 761
829 51% ROA 49%
674 855 549
453
452 406
485 295
247
267
2075/76 2076/77 2077/78 2078/79 2079/80
Total Assets Shareholders' Fund

Total Revenue Total Cost Non-current Assets Current Assets
Total Equity/Liabilities Distribution FY 2079/80 Reserves (in NPR Millions)

505
2079/80 5 159
359
13%
473
2078/79 3
121
284
21% 38%
2077/78 1
391
86
ROE 213
334
2076/77 60
162
49%
290
2075/76
42
125
General Reserve & Surplus Reserve for Actuary Gain/(Loss)

Land & Building Reserve Cyber Risk Reserve
Share Capital Reserves and Surplus Liabilities
Technology Enhancement Reserve
Dividend Distribution Profitability Analysis (in NPR Millions)
86%
87% 85% 87% 586
85%
577
54% 53% 54% 55%
49%
407
375 377
38% 38% 38% 38% 322 355
28.5%
238 254
185
2% 2% 2% 2% 1.5%
2075/76 2076/77 2077/78 2078/79 2079/80 2075/76 2076/77 2077/78 2078/79 2079/80
Cash Dividend Stock Dividend
Gross Profit Net Profit After Tax
* Proposed dividend for FY 2079/80 is subject to approval by AGM
Gross Profit Margin Net Profit Margin

OPERATIONAL HIGHLIGHTS
NCHL Live Members NCHL Direct Members’ Branches

As at Asadh end, 2080 As at Asadh end, 2080
7,394
6,302
6,187
64
53 53 43 52
34 42 33
C S I S S Y
EC IP NP PS tIP TG PA
L- HL- S-R ec tR TE
H n c A
NC NC NP con n ne OR
co RP
CO NCHL-ECC NCHL-IPS connectIPS
Direct Members Indirect Members
System-wise Transaction Count (in ‘000) Total Transaction Count Growth in %

50,579
117%
39,602
57%
18,981
16,725 16,124 46%
14,411
11,756 11,898
15,221
14,037 16%
4,932 5,876
11,376
22%
186 2,850
2075/76 2076/77 2077/78 2078/79 2079/80 2075/76 2076/77 2077/78 2078/79 2079/80
RPS/connectIPS NCHL-ECC NCHL-IPS
NPR Transaction Value (in Billions) FCY transaction Value (in 'Millions)
3,093 495
466
1,366 4,126
2,116 411
205 2,443 369 350
4
2,169 322
1,559 2,138 284
272
238 249
232
209
10,537 187 171
9,234
7,657 7,346 7,830 142
2075/76 2076/77 2077/78 2078/79 2079/80

USD
USD
USD
USD
USD
GBP
GBP
GBP
GBP
GBP
EURO
EURO
EURO
EURO
EURO
2075/76 2076/77 2077/78 2078/79 2079/80
NCHL-ECC NCHL-IPS connectIPS NCHL-ECC NCHL-IPS

Dear Shareholders,
It is with great pleasure and privilege, on behalf of As per the approval and guidance of Nepal Rastra
the Board of Directors, to present the Annual Report Bank, the first phase of the NPS (Retail Payment
and the Audited Accounts of Nepal Clearing House Switch - RPS) is in full operations and the second phase
Ltd. (NCHL) for the fiscal year 2079/80 (2022/23). of NPS related to national card switch and domestic
card scheme (NEPALPAY card) is currently under
implementation, corresponding to which needed
NCHL has been playing an instrumental role in
software of switch, back-office and AI based fraud
establishing national payment infrastructures,
risk management system have already been procured.
generate momentum for digital transaction
The principle objective of NPS is to improve digital
and facilitate various sectors in line with Nepal
payment infrastructure for creating interoperability
Government’s Digital Nepal Framework and
of retail payment transactions including card and
Nepal Rastra Bank’s National Payment System
non-card including QR. The responsibility on NCHL
Development Strategy. NCHL has been providing
to fully implement NPS is expected to place itself in a
integrated solutions to the banks and financial
strategic position.
institutions, non-bank financial service providers and
key institutions including Nepal Government, Semi-
Government entities and other large institutions. NCHL has also started to collaborate with
NCHL has been able to work towards its objective to international clearing house and networks for cross
establish multiple national payment infrastructures border payments by extending and integrating its
in the principle of re-investment, corresponding to National Payment Interface (NPI). In this regard,
which most of the infrastructures have been built. Nepal-India cross border project is currently under
implementation and there has been material process
with few other corridors as well.
Despite of the current global situation, we have
seen the acceptance and dependency of economy
on digital transactions, which is also reflected in As per the policy direction of NRB towards
the growth of digital payments in the review year. consolidation of existing PSPs/PSOs and for NCHL
Despite the possible challenges, NCHL still has scope to support in its implementation and rollout of the
and opportunities to reduce dependency of cash second phase of NPS project, NCHL has taken a
based economy towards digital economy. policy decision to positively consider such merger or

acquisition with appropriate PSO, without impacting of digital payments, the Board has proposed to raise
existing shareholding of NCHL by NRB and BFIs. We the paid-up capital by issuing 28.5% of bonus share
anticipate that possible consolidation of appropriate and 1.5 percent of cash dividend (for tax purposes).
PSO will help place NCHL in a strategic position as The existing provision of appropriating 20 percent,
it will support scale-up of the payments industry, 0.5 percent and 10 percent of the profit towards
ease rollout of NPS project, expand business Technology Enhancement Reserve, Cyber Risk
and ensure better acceptance. Similarly, in view Reserve and Land & Building Reserve respectively
of the requirements for research on innovative has been kept unchanged. In view of the increased
technology, systems & software development for cyber security risks, we will gradually increase the
NCHL, BFIs and industry, NCHL also intends to explore Cyber Risk Reserve.
feasibility and necessary process for establishing its
subsidiary company.
In view of the growth in digital transactions, members
and additional use cases, further investment in the
By the end of the fiscal year 2079/80 (2022/23), there infrastructure, operations and cyber security will
were 53, 149 and 148 members in NCHL-ECC, NCHL- be the key considerations for NCHL. The company
IPS and RPS respectively. There are 53 and 52 direct will have to make further investment for enhancing
(BFIs) members in NCHL-IPS and RPS (connectIPS) and scaling up its infrastructures. Improving cyber
respectively, while there are 96 indirect/ technical security, information security management and
members. Besides, 6,300 bank branches are included compliance risks are expected to be the major
within the network of NCHL-ECC and NCHL-IPS challenge for NCHL. In order to improve trust on our
respectively, while 1,100,000 customers of the BFIs digital payment systems and to mitigate possible
including 1,800,000 bank accounts were linked within reputational risks arising from cyber security, NCHL
connectIPS system until the end of FY 2079/80. is committed to further invest on risk management
and security management.
During the fiscal year, the company managed to
achieve over 81.9 Million transactions with settlement Due to the merger policy of NRB and Insurance
value of over NPR 14.1 Trillion (for NPR transactions Authority, along with reduction in number of PSPs,
only) from its various systems, which is an increment number of members in NCHL has decreased in the
of 16% in terms of volume and decrease of 10% in last fiscal year. This is expected to have major impact
terms of value. The transaction volume in NCHL-ECC on NCHL’s membership fees revenue, however, the
system has decreased from 16.7 Million to 15.2 Million company intends to focus on addition of indirect and
(decrease of 9%) and the settlement value of NCHL- technical members. The growth of technology-based
ECC system decreased from NPR 10.5 Trillion to NPR financial transactions and gradual increase in financial
7.8 Trillion. The transaction volume in NCHL-IPS literacy & awareness is expected to have better
increased from 14.0 Million to 16.1 Million (increase business opportunities for NCHL in coming days.
of 15%) with settlement value slightly increased from
NPR 2.12 Trillion to NPR 2.17 Trillion. Similarly, the
It is my great pleasure to express my sincere gratitude
transaction volume in RPS (connectIPS) increased
to Nepal Government, supportive leadership of Nepal
from 39.6 Million to 50.6 Million (increase of 28%)
Rastra Bank, other regulatory bodies, our valued
with settlement value increased from NPR 3.1 Trillion
shareholders along with other stakeholders for their
to NPR 4.1 Trillion. From the total transactions in
continuous support and cooperation. I would like to
NCHL-IPS and RPS, 57% of such digital transactions
thank the members of the Board of Directors, CEO
are routed through NPI. The company expects that
and the management team for their engagement
the cheque transaction will start to decline, however,
that resulted into an excellent performance during
further growth in the digital payments in NCHL-IPS
the fiscal year 2079/80 (2022/23). I am confident
and RPS particularly through NPI and CORPORATEPAY.
that continuos support, co-operation and guidance
NCHL will continue to play a major role in driving digital
will be continued by Nepal Government, Nepal Rastra
payments ecosystem in Nepal.
Bank, shareholders and other stakeholders in coming
days to develop NCHL as more effective, reliable and
During the fiscal year, the Operating Profit and credible institution.
Net Profit has increased by 8.5 percent and 6.2
percent respectively with net profit of the company
Once again, I would like to thank all of you for your
for the year remained at NPR 37.7 Million. Due to
presence and extend my warm welcome in the
the requirements to re-invest on NPS, introduce
12th Annual General Meeting of our company.
additional systems, security controls and promotion
Ram Bahadur Manandhar

Chairman

We believe that the resilient digital payments into digital payments infrastructures and to
infrastructure supported by innovative products and collaborate with the major stakeholders to play a key
services is the lifeblood for sustainability, progress role in digital transformation in Nepal.
and growth of NCHL. While we have focused on
building multiple national payment systems for Nepal
The fiscal year 2079/80 (2022/23) has been an
in line with National Payment System Development
interesting yet challenging year for NCHL. We have
Strategy of Nepal Rastra Bank, NCHL has remained
seen growth in the real-time retail payment system
at the forefront for introducing innovative products
(RPS/ connectIPS) and NCHL-IPS, while majority
and services. Some of the strategic products and
of the transactions have been processed through
instruments of NCHL has remained testimony of
National Payments Interface (NPI). NPI is an open API
such innovations.
based payment channel that provides the members
to access multiple payment systems, services and
Nepal’s payments market is expected to consolidate ensures interoperability. NCHL has kept product
that will scale-up the infrastructure and business and service development as one of the highest
opportunities. This seems to be supported by the priority activity. Necessary research, innovation
policy direction of NRB as well. NCHL expects to play and rollout of various instruments and services
its role in the consolidation process to remain itself have been continued during the fiscal year. In this
as one of the key players and to support rollout of regards, we have increased our product development
National Payment Switch. The phase I of NPS related team and working together with the BFIs and other
to Retail Payment Switch (RPS) has already been stakeholders in establishing innovative use cases.
implemented and has been accepted by majority of
the stakeholders. And the phase II of the NPS project
Along with the stakeholders that are using NCHL’s
related to National Card Switch (NCS) & domestic card
infrastructures including Government and Semi-
scheme (NEPALPAY Card) is under implementation.
Government, large institutions have also been using
While we focus on the implementation of NPS, we
our systems as indirect or technical members. GoN’s
remain committed to our principle of re-investment

digital transaction has reach 87.9 percent of its digital payments related objectives. While Nepal
expenses and 24.4 percent of its revenue collection seems to have established majority of the key
in terms of value of transactions during the FY payment infrastructures including that of micro, low
2079/80, almost all have been processed through and high value payments, the need to implement
NCHL’s infrastructures. While retail B2C and C2C full interoperability between the systems and
segment will continue to grow in terms of volume of instruments is being realized. Interconnection of
digital transaction, B2B segment supported by large Nepal’s payment infrastructure with international
institutions is expected to further grow, which will be networks and clearing houses for cross border
serviced by some of our key products including NPI transaction is expected to place Nepal in a much
and CORPORATEPAY. better position for cross border payments. Similarly,
the market requirements of the existing banks
transiting towards digital or neo banking may
The average daily cheques transaction volume in
provide additional opportunity for establishing
NCHL-ECC has decreased to 53,257 as against
additional digital banking infrastructures and part
61,507 in the previous year. The daily transaction
thereof, which NCHL is in a strategic position to
settlement value in NCHL-ECC has decreased to
provide such platforms and will be explored through
NPR 27.38 Billion from NPR 38.74 Billion in the
existing and alternate mechanism. We will remain
previous year. The daily average transaction volume
focused on improving resilience and security of our
and average daily settlement value in NCHL-IPS was
core infrastructure.
56,381 and NPR 7.6 Billion as against 56,834 and NPR
8.6 Billion in the previous year. And the daily average
transaction volume and settlement value in RPS With a clear focus of innovating new instruments and
(connectIPS) was 176,849 and NPR 14.4 Billion as use cases, we continued to invest in technologies and
against 144,533 and NPR 11.3 Billion in the previous infrastructures that will provide digital platforms for
year. The digital transactions in RPS and NCHL-IPS is individuals, institutions and government. In view of
expected to grow further. the trend in acceptance of digital transactions by
these entities, ongoing NPS implementation, role
in market consolidation and possible engagement
Although we have given importance to the
in building digital banking infrastructure, the future
implementation and operation of such critical
looks bright for NCHL and its products/ services. As
payment infrastructures, the business and financial
part of our strategy to support Nepal Rastra Bank’s
sustainability has also been given due important by
policy to improve digital banking ecosystem, we
maintaining nominal profit growth. The operating
will continue to play necessary role in the industry
profit of the company remained at NPR 610,659,441
by working together with the BFIs, PSPs/ PSOs and
as against NPR 563,019,173 in the previous year. The
other key entities in a collaborative model.
net profit for the year stood at NPR 376,795,633
as against NPR 354,623,522 in the previous year,
with return on capital employed standing at 28 Lastly, I would like to thank our NCHL team for their
percent. The shareholders fund has increased to NPR commendable work in building and servicing payment
1,810,057,852 with book value per share at NPR 231. infrastructure. I sincerely acknowledge the direction
Although there is extreme pressure on pricing of our and guidance provided by the Chairman, Board
products and services, we are optimistic to maintain of Directors and shareholders. I would also like to
the financials position of the company in the next extend my gratitude to our valued member BFIs and
fiscal year. other institutions on their continued support towards
NCHL. I would also like to thank and acknowledge
Nepal Rastra Bank for their trust on NCHL and for
The adoption and acceptance of digital payments
considering as a trustworthy implementation partner
in Nepal has been increasing in multi-folds, part of
in building digital payments infrastructure.
which is due to NRB’s policy direction to use both
BFIs and non-bank entities to drive and achieve
Neelesh Man Singh Pradhan
Chief Executive Officer

The Board of Director's
Ram Bahadur Manandhar,

Chairman
Mr. Manandhar is the Executive Director at Nepal Rastra Bank and
has been working at the central bank since 2055 BS. He has a rich
experience at various functions and departments of the central bank
for over two decades. He holds Masters degrees in Economics. He is a
member of the Board of NCHL representing Nepal Rastra Bank since
2nd Asoj 2080 for second term (1st term: From 4th Chaitra 2077 to 14th
Magh 2079).
Mr. Ujjal Rajbhandary,

Director
Mr. Rajbhandary is the Deputy Chief Executive Officer at Himalayan
Bank Ltd. He has over 30 years of experience in banking sector. He
holds Bachelor of Business Administration in Finance and Master
of Business Administration. He is a member of the Board of NCHL
representing commercial bank shareholders since 6th Ashwin, 2074
(elected for 2nd term by 9th AGM on 5th Jestha, 2078).
Mahesh Sharma Dhakal,

Director
Mr. Dhakal is the Senior Deputy Chief Executive Officer at Nepal
Investment Mega Bank Ltd. He has over 22 years of experience in
banking sector and has worked at various banks including Global IME
Bank Ltd., Mega Bank Ltd., Nepal Bank Ltd., among others. He holds
a Master’s Degree in Economics from Tribhuvan University and is a
Fellow Chartered Accountant (FCA). He is a past council member of the
Institute of Chartered Accountants of Nepal (ICAN). He is a member of
the Board of NCHL representing commercial bank shareholders since
26th Falgun, 2079. (1st term: Elected by 9th AGM on 5th Jestha, 2078
until to 22nd Magh 2079).

Srijan Krishna Malla,
Director
Mr. Malla is the Chief Information Technology at Siddhartha Bank Ltd.
He has over 20 years of experience in banking sector and has worked
at various banks including Nabil Bank Ltd. and Siddhartha Bank Ltd.
He holds an Engineering Degree in Computer Science from B.I.T.,
India. He is a member of the Board of NCHL representing commercial
bank shareholders since 5th Jestha, 2078. (elected by 9th AGM).
Til Bahadur Gurung, Director,

Director
Mr. Gurung is the Assistant Deputy Chief Executive Officer of Muktinath
Bikas Bank Ltd. He has over 21 years of professional experience in the
field of Banking. He holds Master’s Degree from Tribhuvan University.
He is a member of the Board of NCHL representing development bank
shareholders since 28th Poush, 2078 (elected by 10th AGM).
Amit Shrestha,
Director
Mr. Shrestha is the Deputy Chief Executive Officer of ICFC Finance
Ltd. He has over 21 years of experience in the field of Banking. He
holds Bachelor in Commerce degree from Delhi University, India and
a Masters’ degree from Kathmandu University, Nepal. He is a member
of the Board of NCHL representing finance company shareholders
since 17th Bhadra 2080.
Jagadish Dahal,
Independent Director
Mr. Dahal is an Advocate and a member of the Supreme Court Bar
Association, who has two decades of experience as legal advisor and
legal consultant in the fields of corporate, banking, taxation, labor and
others. He holds a Post Graduate degree from Tribhuvan University,
Nepal. He is a member of the Board of NCHL since 26th Chaitra 2079.

MANAGEMENT TEAM
Neelesh Man Singh Pradhan,

Chief Executive Officer
Mr. Pradhan has experience of over 22 years in the field of banking
and financial technology with expertise in financial systems &
technologies design, operation and management. He is associated
with NCHL since March 2011. He was earlier working with TAIB Bank,
Bahrain as Assistant Vice President prior to which he was associated
with Tata Consultancy Services Ltd. in India and Netherlands. He has
also worked at Kathmandu University. He holds Engineering degree
from Kathmandu University, Nepal and MBA from Indian Institute
of Technology, India. He is also a Project Management Professional
(PMP) certified.
Munni Rajbhandari,
Chief Operating Officer
Ms. Rajbhandari has experience of over 19 years in the field of
banking, operations and management and is associated with NCHL
since February 13, 2014. She was earlier working with Citizens Bank
International Ltd. in the capacity of Executive Operating Officer
heading various departments under operations prior to joining NCHL.
She has also worked with NIC Bank Ltd. (NIC Asia Bank Ltd. now) as
Officer-Finance. She holds MBA degree with specialization in Finance
from The Department of Management Science (PUMBA), University of
Pune, India.
Dilli Man Shakya,

Chief Technology Officer
Mr. Shakya has experience of over 20 years in the field of IT infrastructure
operations and is associated with NCHL since March 28, 2011. He was
earlier working with Social Development Bank Ltd. as Head of IT prior
to joining NCHL. He was also associated with Rastriya Banijya Bank Ltd.
as Data Center In-charge and with Serving Minds P. Ltd. as Manager
Technology. He holds an MBA degrees from Tribhuvan University
and MSc-IT from Sikkim Manipal University. He is also a Certified ISO
27001 Lead Auditor, Certified Data Center Professional (CDCP), ITIL
Foundation Certified and Microsoft Certified Technology Specialist.
Bikash Saran,
Chief Product Developemnt Officer
Mr. Saran has experience of over 17 years in the field of IT Management
& Operations and is associated with NCHL since October 23, 2019. He
was earlier working with IME Digital Solution Ltd. as Chief Technology
Officer (CTO) and Finaccess Pvt. Ltd. in the capacity of CTO. Mr.
Saran has comprehensively been involved in designing, developing
& implementing FinTech based solutions. He holds the Bachelor of
Information Management from Tribhuvan University.

Vivek Giri,
Chief Business Officer
Mr. Giri has experience of over 14 years in the field of sales/marketing
and is associated with NCHL since June 15, 2016. He was working
with Ncell Pvt. Ltd. as Senior Specialist prior to joining NCHL. He has
also worked with Chaudhary Group, Fuji Films India P. Ltd and HCL
Infosystem Ltd. India. He holds MBA in International Business from
Banaras Hindu University.
Chhabi Lal Sapkota,

Head Payment Systems
Mr. Sapkota has experience of over 15 years in information & financial
technology industry and is associated with NCHL since September
18, 2015. He was earlier working with United Telecom Limited (UTL)
in the capacity of Sr. Network & System Engineer and later worked as
System Integrator and Business Development Manager in Everest Tech
& Solutions Pvt. Ltd. prior to joining NCHL. He holds BE in Computer
Engineering degree from IOE Tribhuvan University, Nepal.
Prajana Kayastha,
Head Risk & Compliance
Ms. Kayastha is a qualified Chartered Accountant from the Institute of
Chartered Accountant of Nepal (ICAN) with over 9 years of experience
in the field of Auditing and Accounting. She is associated with NCHL
since April 15, 2018. Prior to joining NCHL, she was associated with Rigo
Technologies (P) Ltd. as System Analyst & Software Implementation
Officer. During her articleship, she was associated with RajMS & Co.,
Chartered Accountants. She also holds a MBS degree from Tribhuvan
University, Nepal.
Kshitiz Adhikari,
Head Finance & Accounts
Mr. Adhikari is a Qualified Chartered Accountant from the Institute of
Chartered Accountants of Nepal (ICAN) with over 8 years of experience
in the field of Auditing and Accounting. He is associated with NCHL
since November 17, 2022. Prior to Joining NCHL, he was associated
with Lumbini General Insurance Company Limited (LGIC) as Head of
Compliance Department and Internal controller. Previously, he has
worked with Gurkhas Finance Limited as Head of Compliance & Risk
Department. During his articleship, he was associated with Gopal
Shrestha & Co., Chartered Accountants. He also holds Bachelor degree
in Management from Tribhuvan University, Nepal

NCHL ELECTRONIC CHEQUE CLEARING (NCHL-ECC)
NCHL-ECC system is an image-based cheque processing solution where original
paper cheque is converted into an image for electronic processing and is
transferred through a secured medium between participating member Banks
and Financial Institutions. The physical movement of the cheques are truncated
or stopped at the level of the presenting bank branch. The physical cheque does
not require to travel to the clearing house or to the paying bank resulting in a
faster and easier processing of the cheque transactions.
NCHL-ECC currently supports cheques clearing of four currencies NPR, USD, GBP and EUR with presentment cut-
off time at 15:00, paying bank response cut-off time at 17:00 and final settlement at 17:15 for standard (MICR
encoded) cheques. The response cut-off time for Winter is 16:00. Express Clearings and High Value Clearing are
also available, which are of shorter durations.
Various clearing services in the NCHL-ECC system and their features are as follows:
Regular Cheque Clearing

This is an electronic cheque clearing service for NPR, USD, GBP and EUR denominated cheques. Participating
members need to have settlement account in respective currency at Nepal Rastra Bank to avail this service.
Regular NPR electronic cheque clearing supports clearing of cheques of up to NPR 200 million. Regular FCY
electronic cheque clearing supports clearing of cheques of up to 2 million for USD, GBP and EUR cheques.
Express Cheque Clearing

Express cheque clearing service is a special short duration arrangement for cheque presentment, response and
settlement. It has 2 hours window for presentment to final settlement, thus allowing the BFIs and their customers
to present and realize cheques faster. Currently, there are four express clearing sessions for four currencies NPR,
USD, GBP and EUR. 1st, 2nd and 3rd express sessions are available from Sunday to Friday for NPR and from Monday
to Friday for FCY (USD, GBP and EUR). 4th express session is earmarked from Sunday to Thursday for NPR and
from Monday to Thursday for FCY (USD, GBP and EUR). However, the 4th express clearing session is currently not
in operations.
High Value Cheque Clearing

This is a special clearing session for processing of high value cheques with cheques of above NPR 200 Million &
up to NPR 300 Million for NPR cheques and; above 2 Million & up to 3 Million for USD, GBP and EUR cheques.
Currently, there are two high value cheque clearing sessions. 1st high value session is available from Sunday to
Friday and 2nd high value session is available from Sunday to Thursday. High value sessions for NPR are available
in from Sunday and for FCY (USD, GBP and EUR) from Monday.
Cheque Clearing Cut-off Times

1st High 2nd High
Regular Regular 1st Express 2nd Express 3rd Express 4th Express
Value Value
(Sun-Thu) (Fri) (Sun-Fri) (Sun-Fri) (Sun-Fri) (Sun-Fri) (Sun-Thu) (Sun-Thu)
Presentment Start 15:00 (T-1) 15:00 (T-1) 10:00 (T) 11:00 (T) 12:00 (T) 10:00 (T) 12:00 (T) 15:00 (T)
Presentment End 15:00 (T) 12:00 (T) 11:00 (T) 12:00 (T) 13:00 (T) 12:00 (T) 15:00 (T) 16:00 (T)
Reply End 17:00 (T) * 13:30 (T) 11:30 (T) 12:30 (T) 13:30 (T) 13:00 (T) 16:00 (T) 16:30 (T)
Settlement Starts 17:15 (T) * 13:45 (T) 11:45 (T) 12:45 (T) 13:45 (T) 13:15 (T) 16:15 (T) 16:45 (T)
* will be reduced by 15 minutes in Winter Season (16 Kartik till 15 Magh).
th th
Note: The cut-off timings set by the member BFIs could be different depending on their internal operational arrangements for NCHL-ECC system.

NCHL-ECC Transaction Fee (charged to presenting member in NPR)
Transaction Amount Based Slab
S.N. Particulars
Up to 500 >500-50,000 >50,000-200,000 >200,000
1 Regular Clearing (NPR) - 5 10 15
2 Regular Clearing (FCY) 15
3 Express Clearing 100
4 High Value Clearing 100
15% discount on transaction fee has been provided to the BFIs who have fully implemented MICR cheques in order
to incentivize the BFIs for issuing MICR cheques
INTERBANK PAYMENT SYSTEM (NCHL-IPS)

NCHL-IPS is a system for clearing of bulk transactions that provides a mechanism
for the participating members to safely and efficiently transfer funds from one
account to other account held at any of the participating member banks & financial
institutions (BFIs) on behalf of their customers and for their own purposes. It
supports account to account payments (direct credit) and collection (direct debit)
related transactions on deferred net settlement basis. Such transactions could be one-to-one, recurring or bulk
(up to 10,000 transactions) in a single batch. The underlying transaction could be for various purposes defined as
products. Exchange sessions are mapped to the NCHL-IPS products (purposes) and are automatically presented
to the earliest available exchange session.
NCHL-IPS currently supports transaction in four currencies NPR, USD, GBP and EUR. NCHL-IPS operates under
(T+0) settlement with transactions processed up to the cut-off time of 17:00, reply cut-off time of 17:30 are
settled on the same day. Currently, there are 25 direct credit and 6 debit category purposes availed in the system.
Category Purposes Direct Credit Direct Debit

Customer Transfer 
Treasury Payment 
Government Payment 
Remittance Payment 
Domestic Remittance Payment 
Dividend Payment 
IPO Refund Payment 
Salary Payment 
Salary Payment Corporate 
Insurance Payment  
Installment Payment  
Credit Card Payment  
Fees Payment  
Supplier Party Payment 
Collection Payment  
Social Security Payment 
Pension Payment 
Investment & Securities 
PF Savings 
PF Disbursement 
Government To Government Payment 
SSF Collection Payment 
Real Time Retail Payment 
Government Revenue Related Payment 
Commercial Payment  
Government Tax 

NCHL-IPS Cut-off Times
Cut-off times for transactions through NCHL-IPS are as follows:
NCHL-IPS Exchange Period Cancellation Period Rejection Period
NCP Settlement Business Day
Exchange Type Start End Start End Start End
Sun- Fri (NPR)
Exchange 0 16:00 (T-1) 10:00 (T) 10:00 (T) 10:30 (T) 10:30 (T) 11:00 (T) 11:30
Mon -Fri (FCY)
Sun - Thu (NPR)
Exchange 1_0 10:00 (T) 13:00 (T) 13:00 (T) 13:30 (T) 13:30 (T) 14:00 (T) 14:30
Mon - Thu (FCY)
Sun - Thu (NPR)
Exchange 1_1 13:00 (T) 16:00 (T) 16:00 (T) 16:30 (T) 16:30 (T) 17:00 (T) 17:30
Mon - Thu (FCY)
Exchange 1
10:00 (T) 13:00 (T) 13:00 (T) 13:15 (T) 13:15 (T) 13:30 (T) 14:00 Fri (NPR/FCY)
Friday
Exchange 2 09:00 (T) 10:00 (T) 10:00 (T) 10:15 (T) 10:15 (T) 10:30 (T) 10:45 Sun - Fri (NPR)
Exchange 5 12:00 (T) 13:00 (T) 13:00 (T) 13:15 (T) 13:15(T) 13:30(T) 14:00 Sun - Fri (NPR)
Exchange 6 13:00 (T) 14:00 (T) 14:00 (T) 14:15 (T) 14:15 (T) 14:30 (T) 15:00 Sun - Thu (NPR)
Sun - Thu (NPR)
Exchange 9 * 16:00 (T) 17:00 (T) 17:00 (T) 17:15 (T) 17:15 (T) 17:30 (T) 18:00
Sun - Thu (NPR)
Exchange 10 Mon-Thu (FCY)
17:00 (T) 17:30 (T) - - 17:30 (T) 17:45 (T) 18:00
(Funding) ** Mon-Thu (FCY)
Note:
* Exchange 9 will be disabled in winter season (16th Kartik till 15th Magh).
**Session timings for Exchange 10 will be shifted by 1 hour earlier during winter season.
NPR Exchange Sessions are available from Sunday to Thursday and FCY Exchange Sessions are available from
Monday to Thursday with presentment up to 17:00 and last settlement on 18:00. However, foreign currency
sessions are not available on Sunday. Similarly, Exchange Sessions 10 (funding) are available from Sunday to
Thursday for both NPR and FCY except that FCY sessions are not available on Sunday. Exchange Session for both
NPR and FCY for Friday are available with presentment up to 13:00 and last settlement at 14:00. The transaction
sessions of shorter durations are also available for specific products (purposes) that provides near-real time
settlements of the transactions. The cut-off timings set by the member BFIs could be different depending on
their internal operational arrangements for NCHL-IPS system.
NCHL-IPS Transaction Fee (in NPR)

S.No. Price Scheme
Up to 500 >500-50,000 >50,000
1 NPR Transactions 2 5 10
2 NPR Transactions (Fee in NPR) PFDS and PFSA 10
3 FCY Transactions (Fee in NPR) 10
* Transaction fee are waived for Dividend and IPO Refund payments transaction amount up to NPR 100.
**Liability of transaction fees is either on sender or receiver side depending on type of the product.
NATIONAL PAYMENT SWITCH (NPS)

National Payment Switch (NPS) is the core switch to support routing and settlement
of transactions ensuring interoperability of all card and non-card based payment
transaction within Nepal. The objectives of NPS are for switching and routing of
the retail payments in Nepal to ensure interoperability of card transactions; rollout
domestic card scheme for Nepal; and scale-up of the existing payment systems/
platforms to enable non-card based interoperability, corresponding to which the
Phase I related to Retail Payment Switch (RPS) for non-card based interoperability
and instruments have already been implemented. National Card switch , Fraud Risk Management System (FRM)
and Domestic card scheme is currently under implementation as part of the 2nd phase of NPS.

RETAIL PAYMENT SWITCH (RPS)
Retail Payment Switch (RPS) is part of the National Payment Switch (NPS) which is a core retail switch to process
non-card based retail transactions initiated from any channels and any acquiring instruments. All the instruments
and services of RPS are provided to the members and/or related stakeholders through National Payment Interface
(NPI). The payments infrastructure primarily establishes the interoperability for retail transactions, which includes
account based or stored value transactions and QR transactions. The transactions processed in RPS are on real-
time basis such that the finality of payment is on instant basis with debtor and creditor accounts reflected on
real-time. However, the Nostro banks are settled on deferred basis, corresponding to which the settlement risk is
backed by Settlement Guarantee Fund (SGF).
NEPALPAY QR within RPS has been rolled out as the implementing infrastructure of NRB’s NepalQR standard
including independent QR scheme, issuing app level interoperability, merchant level interoperability and network
level interoperability, corresponding to which all the cases are currently in operation with necessary interoperability
and other APIs exposed to participating BFIs, PSPs and PSOs to use. The NEPALPAY QR system has provided
additional services of dynamic QR, POS terminals integrations, QR based payment gateway, customer presented
QR and voice notification as well.
RPS has also established additional retail instruments and use cases which includes, Virtual Payment address
(VPA) based payments; PSP interoperability; PSO & Related entity net settlements; Request to Pay (R2P) as a debit
instrument and Service payment interoperability. The connectIPS e-payment system that was provided to the
BFIs as faster payment system has also been scaled-up and disintegrated to create it as connectIPS retail platform
and integrated with RPS for transaction processing settlement.
connectIPS e-Payment
connectIPS e-Payment System is a faster payment system implemented as a
standardized single payment platform for real-time retail payments. It provides
multiple channels of web portal, mobile app, payment gateway and open APIs for
initiating and processing real-time transactions by the customers of the BFIs. The
system has also been extended in a branch assisted model for payment initiation
from bank branches through Bank Central Module, whereby the bank branches can
initiate such transactions based on the instruction received from its customers.
The system allows to link multiple bank accounts for a user, for which such user needs to enroll, link its bank
accounts with one-time verification (manual from bank or as self-verification) from the respective banks. It is
available at www.connectips.com and also on Android and iOS mobile app. The transaction limit in connectIPS
e-Payment is up to NPR 2,000,000 through web channel and NPR 200,000 through mobile app. The platform is
used for fund transfers and service payments. The payment gateway of connectIPS is integrated with majority of
the e-commerce portal and the APIs are integrated with alternative delivery channels of BFIs and wallets for fund
transfer and cash-in/out. A total of 1,108,436 customers of the BFIs were registered with 1,786,830 linked bank
accounts in connectIPS by the end of the FY 2079/80.
RPS/connectIPS e-Payment Transaction Fee

The transaction fee in RPS/connectIPS system is on revenue sharing basis between NCHL, ODFI and RDFI. Portion
of the transaction fee is further contributed toward Settlement Guarantee Fund (SGF) by NCHL.
Following is the transaction fee structure for retail customers corresponding to which charge liability is on end
customer. For other service payments there are no charge to the customers.

S. No. Particulars
Up to 500 >500-5,000 >5,000
1 Fund Transfer 2 4 8
2 Special Creditors/Merchants 2 4 8

NEPALPAY Instant
NEPALPAY Instant is a Direct Credit instruments (Push Transactions) where sender initiates a fund transfer
transaction based on a unique proxy identifier or any other identifier (currently Mobile Number of account holder
is used as proxy identifier) such that the account details are not required for transfers. The current arrangement
allows the customers to initiate fund transfer based on such identifier and to bank account, wallet users and to
any connectIPS users.
NEPALPAY QR
NEPALPAY QR is implemented as the central infrastructure for implementation as per the NepalQR standard of
NRB. It facilitates QR interoperability at issuing app level, merchant level and Inter-network level for processing
and settlement of QR transactions, corresponding to which all of the cases are currently in operation with
necessary interoperable & other APIs exposed for the participating member BFIs, PSPs and PSOs to use. It has
also established a domestic QR scheme for its participating members BFIs and PSPs as the issuer and acquirer for
NEPALPAYQR scheme. The NEPALPAY QR system has provided additional services of dynamic QR, POS terminal
integrations, QR based payment gateway, customer presented QR and voice notification as well.
NEPALPAY Request
NEPALPAY Request is a Direct Debit Instrument (Pull transactions) whereby a receiver requests for payment
and upon confirmation by the Payer, the transaction is processed for credit to the receivers account. NEPALPAY
Request allows event-based Request-to-Pay (R2P) for Person-To-Person transfer where an individual can initiate
a request from any of its digital payment channel (Mobile Banking, Internet Banking, Digital Wallets, connectIPS).
The service is currently available for requesting payment from connectIPS to connectIPS user, which is being
extended to other instruments also. It can also facilitate the recurring payments using e-Mandate R2P that allows
to pull a payment by specified service provider and can also be used for Account Tokenization. eMandate R2P
is currently being used by some of the service providers for recurring payment collection and PSP for account
tokenization in wallets.
PSO & Net Settlement

Different PSOs and other entities, requiring multi-lateral settlement at the BFIs, can avail PSO settlement through
NCHL. It allows the PSO to push its settlement transactions of its member BFIs to NCHL for necessary settlement,
such that a separate funding is not required for the BFIs for each PSOs.
PSP Interoperability
PSP Interoperability enables interoperability between the Wallets (PSPs) where fund from one wallet can be
transferred to another. Additionally, all PSP services can be accessed from any of platforms without requirement
of multiple integrations. This feature also allow to transfer the remittance, social security or any other receivable
directly into beneficiary’s wallet.
Service Interoperability (Biller Gateway)

This is an aggregated service, where a single integration on digital channels will provide access to all the biller
services. Such services are bundled in APIs to integrate in different platforms and channels as Biller Gateway.
BFIs and PSPs have integrated it with their alternate delivery channels and wallets to extend the services to its
customers. Such services could include payment to Government, Semi-Government institutions, broker payment,
credit card bill payments, etc.
Bank Central Module

The services of NCHL have also been extended in branch assisted model for payment initiation through bank/
branches through Bank Central Module. The bank branch users can initiate such transactions based on the
instruction received from its customers. The transactions can be processed for real time and non-real time
transactions using the underlying system of RPS and NCHL-IPS respectively. Banks can also process transaction
of RTGS through this module.

NATIONAL PAYMENTS INTERFACE (NPI)
National Payments Interface (NPI) is a consolidated APIs of multiple payment
systems of NCHL, which is implemented in a concept of open APIs to facilitate
financial message standards, interoperability of various payment systems and
to extend overlaying services. NPI supports seamless routing of transactions
to NCHL’s underlying payment systems. It also supports integration to the payment systems hosted by NCHL,
for real-time instant payment through RPS/ connectIPS and for deferred payments through NCHL-IPS System. It
has been extended to the alternate channels of the member BFIs (internet banking, mobile banking, remittance
channels, etc.), PSPs/PSOs; and enrolled commercial & non-commercial billers as overlaying services.
The non-bank institutions are on-boarded within NPI as Indirect/ Technical Members with direct member BFIs
as its settlement bank. Some of the institutions like Government institutions, large fund managers (Employee
Provident Fund, Social Security Fund, Citizen Investment Trust, etc.), Nepal Stock Exchange Ltd., PSPs/PSOs,
remittance companies, insurance companies, multinational and large companies and different channels of the
BFIs have been integrated through NPI.
connectRTGS SYSTEM
connectRTGS is a bank’s module for transaction initiation, processing and
integration with its core banking system for RTGS transactions. The RTGS system is
hosted and operated by NRB, whereas connectRTGS provides a means to the BFIs
to initiate outgoing transactions and to process incoming transactions from RTGS
system. The RTGS system supports transactions in NPR, USD, EUR, GBP and JPY.
CORPORATEPAY SYSTEM
CORPORATEPAY is a business payments platform for the
business and corporate customers of the member BFIs for
initiating and processing their payments to various underlying
payment systems namely, RPS/connectIPS and NCHL-IPS.
This is a multi-bank, multi-account platform for business and corporate users to manage and monitor their
payment transactions. The platform is being provided to the member BFIs by NCHL on a hosted infrastructure,
corresponding to which the BFIs provide the channel to their corporate customers.
The corporate customer enrollment, account linking and their control setups (including signatory) are done by
the respective BFIs on the request of its customers. The system provides facility to transfer funds and service
payments with controls for multi-authentication for system login and multi-authorizations for transaction
processing.
NATIONAL ARCHIVE SYSTEMS

National archive systems are additional services provided to the members for accessing older and archived
transactions.
National Cheque Archive

National cheque archive is an additional service provided to the member BFIs of NCHL-ECC system to have an
access to the historical cheques and transaction details. All the cheques transactions older than three months are
moved from NCHL-ECC System to National Cheque Archive system to store the cheques for up to 7 years and are
made available to the member BFIs on request.
National NCHL-IPS Archive

NCHL-IPS archive is an additional service provided to the members of NCHL-IPS system to have an access to the
historical transaction details. All transactions older than three months are moved from the NCHL-IPS System to
National NCHL-IPS Archive system to store the transaction details for up to 7 years and are made available to the
members on request.

REPORTING PRONOUNCEMENTS
NCHL has prepared its financials for fiscal year 2079/80 (2022/23) as per the Nepal Financial Reporting Standard
(NFRS) for better presentation and transparency of financial reporting.
SNAPSHOT OF LAST 5 YEARS PERFORMANCES

Past five fiscal years of NCHL has ensured operational and financial stability, business growth and has steered the
company’s direction for future. Summary of the financial positions of the company for the fiscal year 2079/80
(2022/23) in comparison with last four fiscal years are presented in the following table.
Amount in NPR ’000
FY 2079/80 FY 2078/79 FY 2077/78 FY 2076/77 FY 2075/76 Growth Rate
Particulars
(2022/23) (2021/22) (2020/21) (2019/20) (2018/19) CAGR*
Paid up capital 783,376 567,664 411,350 298,080 216,000 38%
Reserve & Surplus 1,026,682 878,532 691,716 556,709 457,524 22%
Investment and Placements 1,482,953 1,073,104 842,104 637,249 444,474 35%
Non-Current Assets 1,053,820 517,109 340,082 342,459 259,241 42%
Current Assets 1,029,163 1,142,077 947,527 668,544 517,959 19%
Operating Income 681,134 661,873 479,616 383,074 431,317 12%
Operating Expenses 95,535 84,896 73,116 63,671 56,296 14%
Gross Profit 585,599 576,977 406,500 319,403 375,020 12%
Interest/ Other Income 148,234 98,764 69,716 68,733 53,430 29%
Administrative Expenses 41,670 51,742 21,737 48,092 29,928 9%
Human Resource Expenses 75,698 60,980 39,691 32,183 24,456 33%
Finance Cost (Actuarial & Lease Liability) 5,806 - - - - 100%
Operating Profit 610,659 563,019 414,789 307,861 374,065 13%
Depreciation/Amortization 54,179 39,581 37,773 33,788 21,784 26%
Net Profit /(Loss) for the year 376,796 354,624 254,463 185,001 237,736 12%
*Compounded Annual Growth Rate
PERFORMANCE OF CURRENT YEAR

In this section, a review of current year’s performance with that of the previous year in terms of equity, uses of
funds and other performances under operating lines are presented.
Equity and Shareholder’s Fund

Total equity fund of NCHL has increased to NPR 1,810,058 thousand as against NPR 1,446,196 thousand in
the previous year. The increase is mainly due to adjustment of Bonus Share Capital of 38% on Paid-up Capital
approved for FY 2078/79 (2021/22) and additional profit transferred to Reserve and Surplus from attributable
profit of FY 2079/80 (2022/23).
NCHL has implemented a policy to set aside 20% of the net profit of the year to Technology Enhancement
Reserve with an objective to create fund for the major enhancement/ upgrade of existing system(s) and/or for
funding requirement of new payment and settlement systems in future. Additionally, 10% of the net profit of the
year is set aside to Land & Building Reserve with an objective for acquiring own office premise (Land & Building).
A reserve for actuarial gain/loss has been created due to impact of adoption of full NFRS on account of actuarial
valuation of superannuation and leave benefits. Similarly, 0.5% of the net profit of the year is set aside to Cyber
Risk Reserve to cover possible liability of cyber risks in payment systems being operated and is established as a
contingent arrangement in the absence of cyber risk insurance.
The Board of Directors has proposed 28.5% of Bonus Shares equivalent to 223,262,100 (rounding the decimal
figure in share) and cash dividend of 1.5% equivalent to NPR 11,750,637 (for tax purpose) from the profit of fiscal
year 2079/80 (2022/23), subject to final approval in the Annual General Meeting.

Investment and Interest Income
The investments are made as per NCHL Investment Policy as approved by the Board. The investment decisions
are made with due considerations of the liquidity position, anticipated cash flows, returns and concentration risk.
The year-end cash surplus has been parked in interest bearing call deposits and the cash surplus during the period
is intermittently placed in short, medium- and long-term investments, particularly fixed deposits and debentures
at various banks and financial institutions.
Total investment and placements (long, short and cash equivalent) of NCHL has increased to NPR 1,482,953
thousand in FY 2079/80 (2022/23) as against NPR 1,248,604 thousand in the previous year. The interest income
has increased to NPR 144,471 thousand as against NPR 97,253 thousand with growth of 49%. The interest income
includes income from investments and call deposits.
FY 2079/80 FY 2078/79 Growth
Particulars
(2022/23) (2021/22) Volume %
Fixed Deposits & Debentures 1,482,953 1,248,604 234,349 19%
Investments and Placements (Maturity above 3 months) 1,482,953 1,073,104 234,349 19%
Cash Equivalents (Maturity less than 3 months) - 175,500 - -
Interest Income* 144,471 97,253 47,219 49%
*Including interest income from call deposits.
Operating Income
Total operating income for the FY 2079/80 (2022/23) has increased to NPR 681,135 thousand as against NPR
661,873 thousand in the previous year.
FY 2079/80 FY 2078/79 Growth
Particulars
(2022/23) (2021/22) Volume %
Operating income from NCHL-ECC transaction Fee 377,447 389,860 (12,413) (3%)
Operating income from NCHL-IPS/NPI transaction Fee 99,867 88,213 11,654 13%
Operating income from connectIPS / RPS transaction fee 154,673 137,467 17,209 13%
Operating income from connectRTGS 4,758 4,384 374 9%
Login ID Fee 35,256 33,729 1,527 5%
Network Connectivity & Management Fee 9,131 8,220 911 11%
Total Operating Income 681,135 661,873 19,262 3%
Other Income
Total Other Income of NPR 3,763 thousand has been reported in the FY 2079/80 (2022/23) against NPR 1,512
thousand in the previous year. Other income comprises of income related to interest income on employee loan
and other miscellaneous income.
Operating Expenses
Total Operating expenses have increased by 13% to NPR 95,535 thousand as against NPR 84,896 thousand in
the previous year. The major increment is due to the increase in direct expenses in Member Training/Orientation
Expenses and Data Center & Disaster Recovery Site expenses. AMC cost on NCHL-ECC and NCHL-IPS system
has increased due to increase in US$ exchange rate and increase in the AMC cost as per contract. The NCHL-
ECC and NCHL-IPS software are outsourced from an international vendor corresponding to which the AMC of
ECC software is US$ 220,500 for the participant’s component; US$ 55,125 for NCHL’s component, and; US$
28,350 for IPS software that are payable in US Dollars on half yearly basis. Similarly, US$ 12,395 was paid for ECC
Customization and US$23,202 was paid for license renewal and AMC for enterprise edition of Oracle Software.
Operating expenses related to AMC of hardware, software and others have also contributed to increase in the
operating expenses.

FY 2079/80 FY 2078/79 Growth

Particulars
(2022/23) (2021/22) Volume %
ECC Software AMC - BFIs & NCHL 48,310 43,294 5,016 12%
IPS Software AMC 4,924 4,593 331 7%
Oracle Software AMC 10,068 9,622 446 5%
Network Connectivity 5,303 5,208 95 2%
Other AMC & expenses 26,930 22,180 4,750 21%
Total Operating Expenses 95,535 84,897 10,638 13%
Administrative Expenses
Total administrative expenses have decreased to NPR 41,670 thousand as against NPR 51,742 thousand in the
previous year, equivalent to decrease of about 20%. This is mainly due to decrease in business promotion expenses
and transition of reporting of lease expense from NAS-17 to NFRS-16.
Human Resource Expenses

Total human resource expenses have increased to NPR 109,425 thousand as against NPR 74,343 thousand in the
previous year, equivalent to increase of 47%. This is mainly due to increase in number of staff and revision of
staffs’ benefits. The net human resource expenses is presented after deductions of Capitalization of NPR 33,727
thousands, which is an increase of 24% compared to the previous year.
FY 2079/80 FY 2078/79 Growth
Particulars
(2022/23) (2021/22) Volume %
Human Resource Expenses 109,425 74,343 35,082 47%
Less: Capitalization Product Development (33,727) (13,363) (20,364) 152%
Total Human Resource Expenses 75,698 60,980 14,718 24%
Profits and Corporate Tax

During the period, NCHL has generated net profit of NPR 376,796 thousand as against the net profit of NPR
354,624 thousand in the previous year thereby registering increase of 6%. Increase in profit is mainly due to the
increase in operating income from NCHL-IPS system and RPS/connectIPS e-payment system and increase in
interest income. The income tax provision has consequently increased to NPR 128,802 thousand as against NPR
119,269 thousand in the previous year
FY 2079/80 FY 2078/79 Growth
Particulars
(2022/23) (2021/22) Volume %
Gross Profit 585,599 576,977 8,622 1.5%
Operating Profit 610,659 563,019 47,640 8.5%
Income Tax Provision 128,802 119,269 9,533 8%
Net Profit After Tax 376,796 354,624 22,172 6%

FINANCIAL RATIOS
Revenue Indicators
87% 85% 87% 86%

84%
85% 83% 84%

80%
77%
Net Profit/ Total Operating Revenue
55% 54% 55% Gross Profit/ Total Operating Revenue

53%
48% Txn Fees Income/ Total Operating Revenue
Annual Fees & Charges/ Total Operating Revenue
20%
17%
15% 13% 13%
2075/76 2076/77 2077/78 2078/79 2079/80
Revenue growth rate represents the percentage

Revenue Growth Rate
of increment in total revenue (operating and non-
operating income) in comparison with previous year’s
total revenue.
38%
34%
Revenue has increased by 9% in the current fiscal year
compared to the last fiscal year. This is mainly due to
16% growth in transaction volume.
22%
9%
2075/76 2076/77 2077/78 2078/79 2079/80

-7%
Return on Capital Employed (ROCE) measures how

Return on Capital Employed
efficiently a company is using the capital (equity and
accumulated reserves) to generate profit before tax
and interests.
47%
The ROCE has decreased to 28%. The decrease in

33%
ROCE is mainly due to increase in share capital and
31%
29% 28% reserves and the decreased rate of increment of Net
Profit after Tax.
2075/76 2076/77 2077/78 2078/79 2079/80

Return on Total Assets measures a company's net
Return on Total Assets
profit relative to its total assets.
31%
The Return on Total Assets has decreased
to 18% compared to the previous year. The
20%
21% decrease is mainly due to increase in total assets
18% 18% and decreased rate of increment of Net Profit
after Tax.
2075/76 2076/77 2077/78 2078/79 2079/80
Earnings Per Share Earnings per Share represents a company's

110
profit allocated to each unit of equity share.
It also represents the net earnings available to
the shareholders.
62 62 62
The addition of the bonus shares within the share
48
capital by 38% and increase in net profit is by 6%
respectively which has decreased the EPS to NPR
48 per share as against NPR 62 per share in the
preceding year.
2075/76 2076/77 2077/78 2078/79 2079/80
Net Worth represents company’s total value of

Net Worth Per Share assets available to the equity shareholders after
312
covering third party liabilities and the net worth
287
268
255
per share is the net worth per equity share.
231
The Net Worth per share has decreased to NPR

231 per share at the end of the year. This is
mainly due to the increase in paid-up capital after
issuance of bonus shares.
2075/76 2076/77 2077/78 2078/79 2079/80
Dividend Payout Ratio measures proportion of

Dividend Payout Ratio dividend paid to the shareholders as compared to
the net income generated by the company.
64% 65% 64% The Dividend Payout Ratio has slightly decreased
62%
to 62% as compared to the previous year due to
the improvement in Net profit for the current
36% fiscal year. However, the dividend for FY 2079/80
is subject to approval by the AGM.
2075/76 2076/77 2077/78 2078/79 2079/80

VALUE GENERATION AND DISTRIBUTION
Value Generation
Total value addition of a company during a fiscal year indicates profit earned by the company over its total
income without considering the expenses incurred to or on behalf of the stakeholders. The stakeholders of the
company include Government, Employee, Directors, Shareholders and the Entity itself. Therefore, value addition
of the company reflects how much money the service contributed toward meeting the company's fixed costs and
potentially created a bottom-line profit without distribution to stakeholders. Total value addition of NCHL has
increased to NPR 693,662 thousand as against NPR 625,317 thousand in the previous year.
FY 2079/80 FY 2078/79 Growth
Particulars
(2022/23) (2021/22) Volume %
Direct income 681,134 661,873 19,261 3%
Indirect income 148,234 98,764 49,470 50%
Less: Operating expenses 95,535 84,896 10,639 13%
Less: Administrative Expenses
40,171 50,424 (10,253) (20%)
(Excluding expenses incurred for stakeholders)
Total Value Addition 693,662 625,317 68,345 11%
Application of Value Generation

This indicates how the value generated by the company is applied in the interests of the stakeholders. The
distribution of the value generated during the fiscal year is as follows:
FY 2079/80 FY 2078/79 Growth
Applied to Stakeholders % %
(2022/23) (2021/22) Volume %
Government 128,802 21% 119,269 19% 9,533 8%
Employee 131,346 21% 113,324 18% 18,022 16%
Directors 1,499 0.2% 1,318 0.2% 182 14%
Shareholders 313,350 50% 227,065 36% 7,947 4%

Entity:
• Reserves 69,251 11% 127,558 20% 20,031 16%
• Deferred Tax (4,765) (0.8%) (2,797) (0.4%) (1,968) (70%)
• Depreciation & Amortization 54,179 9% 39,581 6% 14,599 37%
Total Value Addition 693,662 100% 625,317 100% 68,345 11%
* Including proposed dividend and bonus share for FY 2079/80, which is subject to approval by the Annual General Meeting.

Operational reviews at NCHL are conducted at various levels including Board, Audit Committee, HR Committee and
Management to continuously evaluating its processes and capacity to enhance its efficiency and effectiveness to
ensure operational stability. NCHL performs on annual basis a compliance self-assessment and cross functional
audit against all policies and procedures by the function head and cross department heads. NCHL reviews the
infrastructure capacity enhancements and necessary upgrade plans on regular basis. This is required to support
increased transaction volume, business cases in various systems and also to ensure that the infrastructures or
part of them are upgraded before they reach end of life or support.
The overall transaction volume and value of the various systems during the fiscal year is as follows:
FY 2079/80 FY 2078/79 Growth

Particulars
(2022/23) (2021/22) Volume %
Total Transactions Count (in '000) 81,924 70,365 11,559 16%
Total Transaction Value (NPR in Million) 14,124,134 15,748,144 (1,624,010) (10%)
Total Transaction Value (USD in Million) 284 232 52 22%
Total Transaction Value (EUR in Million) 495 411 84 20%
Total Transaction Value (GBP in Million) 466 349 117 34%
Average Daily Transaction Count (in '000) 286 263 23 9%
Average Daily Transaction Value (in '000) 49,385,084 58,602148 (9,217,064) (16%)
NCHL has been operating multiple national clearing and settlement systems including NCHL-ECC, NCHL-IPS,
Retail Payment Switch-RPS (as part of NPS). Additionally, it has been facilitating the industry with its channel
platforms including connectIPS, National Payments Interface (NPI), CORPORATEPAY and connectRTGS. The
transaction value from the payment systems operated by NCHL has decreased by 10% whereas the transaction
volume has increased by 16%. The average daily transaction value has decreased by 16% and the average daily
volume has increased by 9% in comparison to last fiscal year. The annualized growth in transaction value and
volume from the payment systems operated by NCHL since 2068/69 (2011/12) till date has reached over 58%
in volume and 45% in value, which has remained as the major contribution of NCHL in the digital payment value
chain within Nepal.
GON FACILITATION THROUGH NCHL SYSTEMS

NCHL has been continuously facilitating GoN and its various Ministries and institutions for enabling digital
transformation. The centralized integration of FCGO’s EFT system gives them an access to both NCHL-IPS
and connectIPS systems for automating their expenses related payout transactions such that the payouts are
transferred directly into the bank account of beneficiary. Integration with SUTRA system has enabled all 753
Local Government bodies for initiating digital payout transactions. GoN uses NCHL systems for processing their
payout transactions related to salary, vendor & party payments, pension, G2G, etc.
Similarly, FCGO’s revenue collecting system (RIMS) is centrally integrated with NCHL’s connectIPS payment
gateway and APIs (through NPI) to enable online e-payment of revenue by general public and institutions.
FCGO has extended the payment gateway to its revenue collecting departments/ divisions and alternatively can
use revenue.fcgo.gov.np for revenue payments. NCHL has also extended such revenue payment service to its
member BFIs (mobile, internet banking), PSPs (wallets) and also in NCHL’s channel platforms (connectIPS, Bank
Central, CORPORATEPAY and Others). Various local Governments, including metropolitan, sub-metropolitan,
municipalities and rural municipalities have also integrated NCHL’s system for their revenue collections and is
currently under implementation to integrate in its SUTRA system for local bodies revenue collection as well.
During the fiscal year, NCHL processed Government of Nepal digital transactions (through NCHL-IPS and
connectIPS systems, excluding cheques) equivalent to NPR 1,090 Billion as expense transactions and NPR 233
Billion as revenue transactions, which accounts to a total of 12.61 Million GoN digital transactions processed

through NCHL systems. An estimated 24% of revenue collection and 88% of expense of GoN, in terms of value,
was processed through NCHL systems in FY 2079/80.
Some of the Government and Semi-Government entities that are enabled for digital payments include Inland
Revenue Department, Office of Company Registrar, Department of Passport, Department of Customs, Public
Service Commission, Plant & Quarantine, Teachers Service Commission, Consular Service Department, Yatayat,
Employee Provident Fund, Citizens Investment Trust, Social Security Fund, Nepal Stock Exchange, Department
of Foreign Employment, Nepal Oil Corporation, Rastriya Beema Sansthan, Metropolitan Traffic Police Office,
Department of Foreign Employment, Survey Department, Institute of Engineering (IOE), Kathmandu Metropolitan
City Office, Lalitpur Metropolitan City Office, Civil Aviation Authority Nepal (CAAN), Medical Education Comission,
Nepal Tourism Board, etc. Piloting of Social Security Benefits (SSBE) disbursments directly into the bank account
of the beneficiaries through NCHL systems waas also started during the review period.
NCHL MEMBERS
NCHL-ECC, NCHL-IPS and RPS/connectIPS members from BFIs have almost reached its maturity with 53members
in NCHL-ECC and NCHL-IPS and 52 members in RPS/connectIPS by the end of the FY 2079/80 (2022/23).
NCHL-IPS and RPS/connectIPS systems have been extended to Direct and Indirect/Technical members through
National Payments Interface (NPI). Out of the 96 Indirect/Technical members, 64 indirect/technical members
were Live in NPI.
Following is the summary of the Live members as of Asadh end 2080.

NCHl Members NCHL-ECC NCHL-IPS connectIPS connectRTGS NPI CPAY
Total Members Live 53 53 52 42 109 33
Nepal Rastra Bank 1 1 1
NIFRA 1 1 1 1
Commercial Banks 20 20 20 17 20 19
Development Banks 16 16 16 11 12 9
Finance Companies 15 15 15 12 13 5
Indirect/Technical 64
Total Subscribed* 9 2 32 12
Nepal Rastra Bank
NIFRA 1
BFIs 8 2 11
Indirect/Technical 1 32
* Members who have subscribed but are yet to be live.
Merger/Termination of Members
During the review period of FY 2079/80 (2022/23), 6 commercial banks were merged and the total number of
member BFIs which have merged till date remains 112 for NCHL-ECC. Similarly, 4 member insurance companies
as indirect members merged during the FY. With the additional recent merger policy of the PSOs and PSPs
and continued merger policy of the BFIs and insurance companies with some of the merger approval already in
progress, it is anticipated that the members will continue to merge in the coming fiscal year too and are expected
to decrease.
Merger/termination of members directly impact the revenue of NCHL, particularly the annual recurring fees and
charges. In order to mitigate such business risk, the focus of NCHL has been to increase the transaction volume
by establishing multiple use cases and also by adding Indirect/Technical members in various systems.

NCHL-ECC SYSTEM
NCHL-ECC system is the core system for electronic cheque clearing. Its operation and maintenance have been
given utmost priority to ensure the expected performance and support. The average daily cheque transaction
volume for the FY 2079/80 (2022/23) is 53,257. Total of 15,221,455 cheques were presented during the review
period out of which 12,348,969 cheques were cleared/accepted.
The overall transaction volume and value in the NCHL-ECC system during the fiscal year is as follows:
FY 2079/80 FY 2078/79 Growth

Particulars
(2022/23) (2021/22) Volume %
Total Transactions Count (in '000) 15,221 16,726 (1,505) (9%)
Total Transaction Value (NPR in Million) 7,829,565 10,537,711 (2,708,146) (26%)
Total Transaction Value (EUR in Million) 495 411 84 20%
Total Transaction Value (GBP in Million) 466 349 117 34%
Average Daily Transaction Count (in '000) 53 61 (8) (13%)
Average Daily Transaction Value (in '000) 27,376,101 38,741,586 (11,365,485) (29%)
6,322 branches of the member BFIs across the country are listed in NCHL-ECC system, which means cheques
issued from these branches can be processed through NCHL-ECC. NCHL will continue to assist the member
for branch wise rollout of NCHL-ECC. The transaction volume in NCHL-ECC has decreased by 9%. And Express
clearing constitutes 14% of the total transaction volume against 12% in the previous year.
Following is the product wise transaction volume in NCHL-ECC.
Sessions 2079/80 2078/79 2077/78 2076 /77 2075/76

High Value 255 263 607 288 310
Express 2,187,219 2,031,094 1,004,817 1,466,094 1,572,514
Regular 13,033,981 14,694,309 13,405,996 10,431,951 10,182,248
Total 15,221,455 16,725,666 14,411,421 11,898,333 11,755,072
As per the direction of NRB for mandatory implementation of full MICR, NCHL has supported the BFIs by
providing discount of 15% on the total transaction fee collected against full MICR cheques presentment in the
system. Implementation of full MICR cheques is expected to help the member BFIs to reduce operational risks by
reducing cheque rejections due to manual errors and also to support implementation of alternate channels for
cheque deposits/ collections.

Snapshots of NCHL-ECC Transactions
Transaction Count (in ‘000) Regular & Express Transaction Count (in ‘000)
16,726
15,221 14,694
14,411 13,920 13,406 13,034
11,755 11,898 12,296 12,350
10,125 10,150 10,432
10,182
1,573 1,466 2,031 2,187

1,005
2075/76 2076/77 2077/78 2078/79 2079/80 2075/76 2076/77 2077/78 2078/79 2079/80
Presented Cleared Regular Express
Average Daily Cheque Volume Average Cheque Return (in %)
19
17
61,507
15 15
14
54,394 53,257
47,085
44,269
2075/76 2076/77 2077/78 2078/79 2079/80 2075/76 2076/77 2077/78 2078/79 2079/80
NPR Transaction Value (in Billions) FCY Transaction Value (in Millions)
10,538
9,234
7,830 466
7,657
7,346 349
141 170 271

495
184 411
220
249
319 266 254
185 215
2075/76 2076/77 2077/78 2078/79 2079/80 2075/76 2076/77 2077/78 2078/79 2079/80
USD EUR GBP

NCHL-IPS SYSTEM
There has been an increase in the total transaction volume of NCHL-IPS system by 15% and the total value of
transaction has increased by 2% as compared to last years deduction of 13%. The primary focus of NCHL during
the year, for NCHL-IPS system, was to extend the service to large corporates/ institutions to facilitate their bulk
transactions by means of automating their internal systems through NPI. Out of 16,124 thousand transactions
processed through NCHL-IPS, the transactions processed through NPI comprise of 51% during the review period
which is same as the previous fiscal year and is expected to increase in the coming years with integration of the
systems with NPI.
The overall transaction volume and value in the NCHL-IPS system during the fiscal year is as follows:
FY 2079/80 FY 2078/79 Growth
Particulars
(2022/23) (2021/22) Volume %
Total Transactions Count (in '000) 16,124 14,037 2,087 15%
Total Transaction Value (NPR in Million) 2,169,043 2,116,532 52,511 2%
Total Transaction Value (EUR in Million) 0.48 0.35 0 37%
Total Transaction Value (GBP in Million) 0.18 0.52 (0) (65%)
Average Daily Transaction Count (in '000) 56 57 (1) (1%)
Average Daily Transaction Value (in '000) 7,584,066 8,569,030 (984,964) (11%)
NCHL-IPS was extended to 6,206 branches across the country. Providing necessary trainings and awareness to
the members and facilitating various institutions including Government, Semi-Government institutions and other
larger corporates were the primary focus for NCHL during the year.
Following is the transaction volume and value of the major categories in NCHL-IPS system.
Category Wise Transaction Volume (in ‘000) Category Wise NPR Transaction Value (in Billions)
956
6,580 Customer Transfer 929
Government Payments
5,683 and Supplier Payments 1,085
(Including GoN Salary)
3,830 951
722 737
429
764
5,095 577
3,959 Government Payments 434
Dividend and IPO Refunds 2,787 (Including GoN Salary) 221
2,768 167
2,627
3,001 117
192
Customer Transfer 2,657
2,301 Treasury Transactions 510
and Supplier Payments 1,566 827
1,006 520
70
566 59
1,066
Securities/Broker Payment 1,603 Remittance Payments 98
- 108
- 107
432 62
376 188
Remittance Payments 610 Securities/Broker Payment 241
636 -
695 -
374 22
Salary Payments 247 18
207 Dividend and IPO Refunds 13
(excluding Government Salary) 141 17
109 20
15
9 12
11 Salary Payments
11
Treasury Transactions 19 (excluding Government Salary)
7
32
22 6
46 164
38 142
Others 19
11 Others 51
44
7
2
2075/76 2076/77 2077/78 2078/79 2079/80 2075/76 2076/77 2077/78 2078/79 2079/80

Snapshots of NCHL-IPS Transactions
Transaction Count (in ‘000) NPR Transaction Value (in Billions)
16,124
2,443
14,037
2,138 2,117 2,169
11,376
1,559
5,876
4,932
2075/76 2076/77 2077/78 2078/79 2079/80 2075/76 2076/77 2077/78 2078/79 2079/80
USD Transaction Value (in Millions) GBP & EUR Transaction Value (in ‘000)
17,857
56
50
30
24
17
3,292
1,221
808 756 520
307 349 175 475
2075/76 2076/77 2077/78 2078/79 2079/80 2075/76 2076/77 2077/78 2078/79 2079/80
GBP EUR
Average Daily Transaction Volume Average Transaction Return %
56,834 56,377 10.2
44,615 8.3
4.7 4.4 4.6

22,345
19,653
2075/76 2076/77 2077/78 2078/79 2079/80 2075/76 2076/77 2077/78 2078/79 2079/80

RPS (connectIPS)
Retail Payment Switch (RPS), which is part of the National Payment Switch (NPS), has been processing non-card
based retail transactions on real time basis initiated from any of the channels and any acquiring instruments. RPS
is extended to the members through National Payment Interface (NPI). Preference and wide acceptability of the
faster payments through RPS (connectIPS) is reflected with the increase in the total transaction volume, which
has increased by 28% as compared to the previous year. The system reached its daily peak financial transactions
of 396,790 since its inception. The primary focus of NCHL for RPS has been to extend interoperability and the
additional instruments of RPS by opening the infrastructure to all the stakeholders within payment ecosystem.
RPS is interconnected with 92 alternate channels of 45 member BFIs which mainly includes like Mobile Banking,
Internet Banking and Remittance channels for fund transfer and service payments. Similarly, it is also connected
with the channels of 20 PSPs/ PSOs for both Cash-in/out and service payments. The APIs for transfer and service
payments are extended to the members through NPI.
18 BFIs were Live for receiving fund transfer through NEPALPAY Instant using mobile number of the beneficiary as
identifier. NEPALPAY Request is available for P2P transfers connectIPS users. NEPALPAY QR was implemented as
the infrastructure to support all cases of NRB’s NepalQR standard. Merchants for NEPALPAY QR were onboarded
by 30 BFIs and 3 PSP during this FY with over 350,000 merchants acquired for NEPALPAY QR out of which
approximately 20,000 support merchant level interoperability; and 200,000 merchants of SMART QR are available
through network level interoperability. For merchant level interoperability the member BFIs/PSPs will have to
integrate acquiring APIs in their MMS/acquiring system or terminals for acquiring aggregated QR merchant. Total
of approximately 550,000 merchants are accessible in the interoperable NEPALPAY QR network until the end of
FY 2079/80. From issuing perspective, NEPALPAY QR is live in mobile banking of all commercial banks and most
of the development banks including majority of the PSP wallets.
The overall transaction volume and value through RPS (connectIPS) during the fiscal year is as follows
FY 2079/80 FY 2078/79 Growth

Particulars
(2022/23) (2021/22) Change %
Total Transactions Count (in ‘000) 50,579 39,602 10,977 28%
Total Transaction Value (NPR in Million) 4,125,526 3,093,900 1,031,626 33%
Average Daily Transaction Count (in '000) 177 145 32 22%
Average Daily Transaction Value (NPR in ‘000) 14,424,917 11,291,605 3,133,312 28%
Following is the channel wise transaction distribution.
FY 2079/80 FY 2078/79 Growth

Particulars
(2022/23) (2021/22) Change %
Channels
CIPS Web 10,203,975 8,068,704 2,135,271 26%
CIPS App 5,366,736 4,782,708 584,028 12%
CIPS Gateway 3,312,639 4,019,592 (706,953) (18%)
CORPORATEPAY 869,419 322,483 546,936 170%
Bank Central 1,559,168 900,970 658,198 73%
NPI
NPI MB/IB 15,935,188 10,871,022 5,064,166 47%
NPI Bank Remit 2,382,198 1,569,782 812,416 52%
NPI Other Remit 2,287,145 2,554,195 (267,050) (10%)
NPI PSPs/PSOs 2,205,944 1,691,930 514,014 30%
NPI GoN 3,899,576 3,746,465 153,111 4%
NPI Semi-Govt. 473,346 395,377 77,969 20%
NPI Capital Market 65,437 214,889 (149,452) (70%)
Others 2,017,989 463,846 1,554,143 335%
Total 50,578,760 39,601,963 10,976,797 28%

Snapshots of RPS/connectIPS e-Payment Transactions
Yearly Transaction Count (in ‘000) Yearly Transaction Value (in NPR Millions)
50,579
4,125,526
39,602
3,093,900
1,365,621
18,981
205,016
4,044
2,850
186
2075/76 2076/77 2077/78 2078/79 2079/80 2075/76 2076/77 2077/78 2078/79 2079/80
Average Daily Transaction Volume Average Daily Transaction Value (in ‘000)
14,424,917
176,849
11,291,605
144,533
5,355,377
74,434
779,530
10,836 16,113
741
2075/76 2076/77 2077/78 2078/79 2079/80 2075/76 2076/77 2077/78 2078/79 2079/80

NATIONAL PAYMENTS INTERFACE (NPI)
National Payments Interface (NPI) connects multiple underlying core systems and services for routing of financial
and non-financial messages and for interfacing with the participating members. It provides the members (BFIs
as Direct and Others as Indirect/ Technical) to extend transfer and service payments to its alternate channels
or to integrate with its back-office systems. NCHL’s channel platforms including connectIPS, Bank Central and
CORPORATEPAY are also connected with the core systems through NPI. 12 remittance companies, 19 PSPs, 2
PSOs, 7 Insurance Companies, Social Security Fund (SSF), Employee Provident Fund (EPF), Citizens Investment
Trust (CIT), Nepal Stock Exchange (NEPSE - TMS), Department of Foreign Employment (DOFE), Department of
Customs, Health Insurance Board, Local Governments, ISPs were live through NPI by the end of the review period.
Similarly, mobile banking of 45 BFIs, internet banking of 22 BFIs, corporate channels of 5 BFIs and 15 remittance
channels of the BFIs were live through NPI by the end of the fiscal year. NPI, as part of NPS, has also been used
to extend all other retail instruments of RPS including NEPALPAY QR.
With establishment of various use cases in NPI, the transactions processed through NPI has reached 57% of
the total digital transactions. A total of 38,336 thousand transactions were processed in the underlying system
through NPI during the review period against 28,949 thousand transactions in last FY. Composition of the
transactions processed through NPI is as follows:
Channels %
BFI's Alternate Channels 48
Government of Nepal 27
Remittance Companies 6
PSPs/PSOs 6
Capital Market 2
Semi Government 1
Others 10
Snapshots of Transactions Processed Through NPI
Transaction Volume Processed (in ‘000) Transaction Value Processed (in NPR Billions)
1,782
30,134
1,245 1,256
21,828
971
787
720
10,604
7,121 8,202
5,667
1,445 36 117
36 15 231 4 41
2075/76 2076/77 2077/78 2078/79 2079/80 2075/76 2076/77 2077/78 2078/79 2079/80
NCHL-IPS RPS/connectIPS NCHL-IPS RPS/connectIPS

CORPORATEPAY
The acceptance of the CORPORATEPAY system has considerably increased during the review period with a total
of 8,876 small and mid-size institutional customers of 39 member BFIs were using the system for their business
payments. CORPORATEPAY is being used for various payments including fund transfer, salary payments, vendor
payments, GoN taxes including payment to DoC, NoC, SSF, CIT, EPF etc. The system has needed controls for
hierarchy based multi authorization. It processes real time transaction up to NPR 20 Lakh per transaction for
different banks (Off-Us) and up to NPR 5 Crore for same bank (On-Us). The non-real time transaction up to NPR
20 Crore and GoN transaction up to NPR 30 Crore per transaction can also be processed through the system. A
total of 1,787,487 transaction equivalent to NPR 485 Billion have been processed through COPRPORATEPAY
during the review period.
connectRTGS
connectRTGS has been subscribed by 44 BFIs including NRB out of which 42 BFIs are live such that they can
initiate and process RTGS transactions. A total of 358,145 transactions were processed through the connectRTGS
NCHL-HELPDESK
NCHL-Helpdesk is an arrangement for providing first level support for its members. They provide necessary
information and handle the issues and queries of the users of such members. NCHL-Helpdesk function is backed
by the resources having both technical and operational expertise. Member BFIs are provided access to NCHL’s
helpdesk system for logging and follow up of the support tickets. A separate section is available in NCHL’s
website (nchl.com.np) to handle grievances related to NCHL. The registered grievances and feedback are handled
by dedicated team within the helpdesk. The Helpdesk team can also be contacted through phone, mobile, Toll
Free number or an email. It has also been supporting the end users and creditors/merchant on-boarded by the
member BFIs for any technical issues. However, support related to transactions are done by the onboarding BFIs
with needed support and coordination from NCHL.
In view of increase in usage of Retail Payment Switch transactions, NCHL have started 24x7x365 days helpdesk
MEMBER TRAININGS, ORIENTATIONS AND AWARENESS

NCHL provides multiple trainings and orientations to the users of the members including BFIs and other
institutions. The training schedules are normally published in advance to all members such that they can nominate
and send their participants for the trainings. NCHL has also shared its resources with the members for conducting
their in-house trainings. NCHL had focused on awareness and orientations for BFI users for enhancing their
capabilities on onboarding customers for digital platforms and for processing transactions. The orientation and
trainings during the review period mainly focused on CORPORATEPAY systems, Bank Central, connectIPS and
NEPALPAYQR.
Details of various trainings and orientations conducted during the FY 2079/80 (2022/23) are as follows:
Training/Orientation in FY 2079/80 (2022/23) Count Participants
NHCL-ECC /NCHL-IPS 3 84
CORPORATEPAY 32 1,616
NCHL Bank Central and its components 16 945
RPS and Settlement Guarantee Fund 2 90
Total 53 2,735

CORPORATE GOVERNANCE
NCHL has implemented a culture of robust corporate governance to achieve its objectives for the development
of national payment infrastructures. A good corporate governance structure is the foundation for enabling
prudent as well as effective management that ensures clear alignment of the stakeholders’ interests, ensures
accountability and transparency.
NCHL is committed towards the highest level of ethics, integrity, transparency, professionalism, and compliance.
The Board of Directors, being primarily responsible for the corporate governance of NCHL, is committed to
ensure the integrity, effective oversight, leadership, and control by directing and supervising the business affairs
at the strategic level to adhere to the applicable regulations and to maintain the highest standards of business
best practices in order to deliver long-term value to the stakeholders.
NCHL CORPORATE GOVERNANCE STRUCTURE
Shareholders
Nominate
Audit Committee Board of Directors HR Committee

Direction & Control
Reporting
CEO
DCEO
Risk and
Compliance
Department Heads
NCHL is guided by its Memorandum of Association (MOA) and Articles of Association (AOA). It is licensed by Nepal
Rastra Bank as a Payment System Operator (PSO). Various laws and regulations which govern NCHL are as follows:
1. Companies Act, 2063 (First Amendment, 2074) 8. NCHL-IPS Operating Rules

2. Negotiable Instrument Act, 2034 9. NPS-Retail Payment Switch Operating Rules
3. Electronic Transactions Act, 2063 10. Operating Procedure for Settlement
Guarantee Fund
4. Payment and Settlement Act, 2075
11. NPS-NPI Operating Rules
5. Payment and Settlement Bylaw, 2077 (First
Amendment, 2080) 12. NPS-NEPALPAY QR Operating Rules
6. Licensing Policy for Institution/Mechanism for 13. NPS and NEPALPAY-Brand Guidelines
Operating Payment Related Activities, 2073 (First
14. Cyber Resilience Guidelines issued by Nepal
Amendment, 2080)
Rastra Bank
7. Nepal ECC Rule Book and Nepal ECC Operating Rule
15. Directives and circulars issued by Nepal Rastra Bank

THE BOARD OF DIRECTORS
The Board of Directors is a body of elected or appointed members by the shareholders, who jointly oversee the
activities of the company and are responsible for the company’s strategy, structure, and performance including
the assessment and management of risk related activities. The Board is accountable and responsible for ensuring
that adequate systems and controls are in place; strategic decision making and financial performance of company.
As specified in the Articles of Association of the company, NCHL’s Board comprises of 7 non-executive directors
including Chairman, who is elected from among the Directors. The Board is constituted by the institutional
representatives from the shareholder groups.
Shareholder composition and the board representation is as shown in the following table:
Group Shareholders Holding Number of Board Representation
A Nepal Rastra Bank 10% 1
B-1 Commercial Banks 3
B-2 Development Banks 90% 1
B-3 Finance Companies 1
Independent Director 1
Following are current members of the Board of Directors:

Name of Director Institutions Represented
Mr. Ram Bahadur Manandhar, Chairman Executive Director, Nepal Rastra Bank
Mr. Ujjal Rajbhandary, Director Deputy CEO, Himalayan Bank Ltd.
Mr. Mahesh Sharma Dhakal, Director Sr. Deputy CEO, Nepal Investment Mega Bank Ltd.
Mr. Srijan Krishna Malla, Director Chief Information Technology, Siddhartha Bank Ltd.
Mr. Til Bahadur Gurung, Director Assistant DCEO, Muktinath Bikas Bank Ltd.
Mr. Amit Shrestha, Director Deputy CEO, ICFC Finance Ltd.
Mr. Jagadish Dahal, Director Advocate, Independent Director
The responsibility for day to day management of the company is delegated to the management team. The reporting
line between the Board and Management team has been clearly defined ensuring effective monitoring of the
senior management by the Board. The management team consists of professionals coming from diverse range
of professional backgrounds including banking, information technology, chartered accountancy and marketing.
The management team is led by the Chief Executive Officer, who is duly accountable to the Board. The Board is
mainly involved in formulating strategic and annual plans, approving annual budget, formulating internal policies
and procedures including risk management framework. All the key policies, procedures and governance aspects
are regularly reviewed by the Board.
Changes in the Board of Directors

There have been few changes in the representations in the Board in the FY 2079/80 (2022/23).
Outgone Board Members Incoming Board Member (12th AGM)
Name Institutions Represented Name Institutions Represented
Mr. Dayaram Sharma Pangeni Nepal Rastra Bank Mr. Ram Bahadur Manandhar Nepal Rastra Bank
Mr. Mahesh Sharma Dhakal Global IME Bank Ltd. Mr. Mahesh Sharma Dhakal Nepal Investment Mega Bank Ltd.
Mr. Samaj Prakash Shrestha Reliance Finance Ltd. Mr. Amit Shrestha ICFC Finance Ltd.
- - Mr. Jagadish Dahal Advocate, Independent Director
Mr. Dayaram Sharma Pangeni was replaced by Mr. Ram Bahadur Manandhar as the representation of Nepal Rastra
Bank (Group A) and was appointed as the Chairman by 220th BOD. Mr. Samaj Prakash Shrestha resigned from the
Board after his appointment as the CEO of Reliance Finance Ltd. and hence he was replaced by Mr. Amit Shrestha,
Deputy CEO of ICFC Finance Ltd by 218th Board to represent the finance companies (Group B-3). Mr. Jagadish
Dahal, Advocate was appointed as Independent Director by 205th Board.

Board Meetings
The Board has appointed the Chief Executive Officer and given additional responsibility as Company Secretary
also, who helps to convene the Board meetings and prepare agendas for discussion in the meeting, ensure
implementation of decisions made by the Board and/or address the matters raised by the regulatory authorities.
The Minutes of the board meeting are retained by the Company Secretary.
During the review period, a total of 17 board meetings were conducted and a summary of the attendance of the
Directors in the Board meeting is as shown in the following table.
Name of Director Total Meeting Allowance Meeting Attended/ Meeting Held
Ram Bahadur Manandhar 7/7
Dayaram Sharma Pangeni* 10/10
Ujjal R. Rajbhandary 14/17
Mahesh Sharma Dhakal 14/15
Srijan Krishna Malla 735,000 14/17
Til Bahadur Gurung 16/17
Samaj Prakash Shrestha* 17/17
Amit Shrestha** 0/0
Jagadish Dahal 6/7
* Outgone Board Members, ** Joined during FY2080/81
AUDIT COMMITTEE
Audit Committee is formed pursuant to Section 164 of Companies Act, 2063 and functions as per the provisions
of Section 165 of the same Act. It comprises of three Directors from the Board as its Members and the Head-
Account & Finance acting as its Member Secretary. The Committee reports directly to the Board on the matters
concerning financial reporting, internal control, risk management and auditing as per the Terms of Reference
(TOR) approved by the Board.
The committee regularly reviews the internal control system, risk management system and compliance, related
to financial and operational matters. It also conducts periodic review of financial statements, review of findings
reported in the internal audit, statutory audit and ISO audit with appropriate recommendations to the Board for
necessary policy changes as a result of the audit/ reviews. The results of semi-annual Risk Register, Assessment
& Treatment Plan as well as Compliance Self-assessment & Cross-functional Audit reported by the management
are also reviewed by the Audit Committee. The Audit Committee periodically updates the Board on the controls
and risk related matters.
A total of 5 meetings were held during the review period. The attendance details of the Audit Committee’s
members in the meeting are as follows:
Name of Member Role Meetings Attended/ Meetings Held
Mr. Mahesh Sharma Dhakal, Director Chairperson 5/5
Mr. Srijan Krishna Malla, Director* Member 4/5
Mr. Amit Shrestha, Director** Member 0/0
Mr. Samaj Prakash Shrestha, Director* Member 4/5
Mr. Jagadish Dahal, Independent Director** Member 0/0
Mr. Kshitiz Adhikari, Head – Finance & Accounts Member Secretary 3/3
Mr. Anesh Shrestha, Head – Finance & Accounts* Member Secretary 2/2
* Outgone Members; ** Joined during FY2080/81

Report on the Major Activities of Audit Committee
The Audit Committee conducted the functions as mandated by Section165 of the Companies Act, 2063.
Accordingly, followings were the major activities conducted by the Audit Committee in the FY 2079/80 (2022/23):
1. Reviewed financial statement of the FY 2078/79 (2021/22) and recommended to the Board for approval.
2. Discussed over matters concerning appointment of Statutory Auditor for the FY 2079/80 (2022/23) and
recommended the name to be proposed in the 11th AGM through the Board.
3. Discussed over matters concerning appointment of Internal Auditor for the FY 2079/80 (2022/23) and
recommended to the Board of Directors the Internal Auditor. It also reviewed the scope of work, audit plan and
schedule of the Internal Auditor.
4. Reviewed the findings, recommendations and management responses of the quarterly Internal Audit Reports.
5. Reviewed the Financial Statements and Budget Variance Report of the company reported by the management
on quarterly basis.
6. Reviewed the results of Risk Register, Assessment & Treatment Plan of June 2022 and December 2022 as well
as Compliance Self-assessment & Cross-functional Audit reported by the management..
HR COMMITTEE
HR Committee of NCHL currently comprises of three members from the Board of Directors with an objective to
formulate needed polices and plans in order to develop and retain necessary human resource at the company.
All the policies related to employee recruitment, salary and benefits, performance appraisal and other related
issues are overseen by the Committee. HR Committee provides necessary recommendations to the Board for
changes in human resource policies.
A total of 8 meetings of the HR Committee were held during the review period. The attendance details of the HR
committee’s members in the meeting are as follows:
Name of Member Role Meetings Attended/ Meetings Held
Mr. Ujjal Rajbhandary, Director Chairperson 8/8
Mr. Srijan Krishna Malla, Director Member 7/8
Mr. Til Bahadur Gurung, Director Member 8/8
Report on the Activities of HR Committee

The HR Committee conducted following functions in the FY 2079/80 (2022/23) exercising powers conferred by
NCHL’s Board.
1. Reviewed the amendment in NCHL Employee Service Rules and NCHL Human Resource Plan.
2. Reviewed the staffs’ salary and benefits and recommended to the Board for necessary approval and
considerations.
3. Reviewed and recommended necessary restructuring for fulfilling HR requirement
NPS High Level Committee

A Board Level Committee was formed as per 170th Board Meeting held on 24th March 2021 to recommend, review
and monitor the execution of the NPS project. A total of 9 meetings of the NPS High Level Committee were held
during the review period to support management in the oversight for the execution of the Phase 2 of NPS related
to National Card Switch, Fraud Risk Management system and EMV base scheme for domestic card for Nepal.

The members of the NPS High Level Committee and their attendance details of the during the review period
are as follows:
Name of Member Role Meeting Attended/ Meeting Held

Mr. Ujjal Rajbhandary, Director Chairperson 9/9
Mr. Srijan Krishna Malla, Director** Member 0/0
Mr. Til Bahadur Gurung, Director Member 8/9
Merger and Acqusition (M&A) Committee

A Board Level Committee was formed as per 209th Board Meeting held on 28th May 2023 to recommend, review
and monitor the execution of the M&A project. A total of 1 meeting of the M&A Committee were held during the
review period.
The members of the M&A Committee and their attendance details of the during the review period are as follows:
Name of Member Role Meeting Attended/ Meeting Held

Mr. Mahesh Sharma Dhakal, Director Chairperson 1/1
Mr. Ujjal Rajbhandary, Director Member 1/1
Mr. Til Bahadur Gurung, Director** Member 0/0
MEETING EXPENSES
The members of Board, Audit Committee, HR Committee, NPS High Level Committee and M&A Committee
are provided NPR 7,500 as the meeting allowance per sitting. In the review period, the company incurred the
total meeting expenses of NPR 1,499,195; with NPR 1,237,500 incurred for meeting allowance and NPR 261,695
incurred for other meeting expenses. The details of the meeting expenses are disclosed in notes to the accounts
SHAREHOLDERS COMMUNICATION
Annual General Meeting is a forum for shareholders to exchange their opinions and views. All necessary
information as per the prevailing Company Act is incorporated in the Annual Report. It covers all the necessary
financials and disclosures required to provide detailed information to the shareholders. Mentioned information
is also uploaded at NCHL’s website (www.nchl.com.np). As per the Nepal Rastra Bank Payment System Unified
Directive (Directive No. 11/080 Clause No. 7), NCHL has been publishing its unaudited semi-annual financials
on its website for its shareholders and public consumption. Any other information that requires to be
communicated to the shareholders are shared and communicated on regular basis through various mediums and
in various platforms.
INTERNAL CONTROLS
Internal control system of an organization ensures effectiveness and efficiency of operations, reliability of financial
reporting and compliance with applicable laws and regulation. NCHL recognizes the significance of internal
control system and hence, the devised internal controls are duly implemented and reviewed to obtain reasonable
assurance of such controls. NCHL has incorporated following elements as a part of its internal control system:
Policies and Procedures

NCHL’s Board has formulated set of internal policies and procedures, which are implemented by the Management
in its day to day operations. The policies and procedures are regularly reviewed by the Board.

The current prevailing major policies and procedures of NCHL are as follows:
1. Code of Conduct 10. Human Resource Plan

2. Financial Rules and Regulations 11. Employee Performance Objectives and Appraisal
3. Risk Management Framework Procedures
4. NCHL Investment Policy 12. Travel & Daily Allowance Policy
5. Discount/Waiver Policy 13. NCHL Standard Operational Procedures
6. IT Security Policy 14. NCHL AML CFT Policy
7. Disaster Recovery and Business Continuity Plan 15. NCHL Assets Disposal Policy
8. Information Security Management System Policies 16. Other relevant policies and procedures as applicable
9. Employee’s Service Rules
Internal Audit
The Internal Audit reviews the effectiveness of internal control procedures and compliance with policies and
procedures across all system and operational departments. The objectivity of the internal audit engagement is to
support the NCHL’s management in effective discharge of their responsibility. The Internal Audit was conducted
by Prabin Joshi & Co., Chartered Accountants for the FY 2079/80 (2022/23)
Quarterly internal audits were carried out during the review period under the supervision of the Audit Committee.
Prabin Joshi & Co., Chartered Accountants was paid NPR 183,013 excluding VAT with additional internal audit
expenses on actual basis of NPR 24,401 for the fiscal year.
ISO CERTIFICATION
ISO 27001:2013 certification assures organization’s confidentiality, integrity and availability of the information
assets. Information security and its management has always been the priority at NCHL. Hence, as a part of ISO
27001:2013 certification, ISO surveillance audit is carried out every year by the ISO 27001 certified auditors with
requirement of complete re-certification every three years.
ISO 27001:2013 certification was obtained by NCHL on 16th April 2015 from URS Certification India, which is an
accredited certification body of United Kingdom Accreditation Service (UKAS). After the completion of three-year
cycle, the recertification process was conducted on September 28-29, 2021 by the ISO auditors from URS India.
The ISO 27001 re-certification was awarded to NCHL on 16th November, 2021 with validity till 15th April 2024,
subject to annual surveillance audit. The last ISO surveillance audit was conducted during August 16-17, 2022.
The scope of ISO 27001:2013 includes management, operation and maintenance of information security
management system covering information system, assets and associated processes related to company's business
activities in Electronic Cheque Clearing System (NCHL-ECC), Interbank Payment System (NCHL-IPS), connectIPS
e-payment system, National Payments Interface (NPI), connectRTGS and CORPORATEPAY for account-based
payment and clearing in Nepal.
Risk Assessment
As a part of internal control, NCHL’s Board has devised Risk Management Framework based upon which the
potential risks are identified, measured, controls implemented and monitored as Risk Assessment. The individual
function heads are responsible for the risks and their controls. A Risk Register, Assessment and Treatment
Plan is updated on half-yearly basis, which remains under the custody of the Head of Risk & Compliance and is
reviewed by the Audit Committee with key items forwarded to the Board for necessary considerations. The risk
management practice adopted by NCHL is detailed in the Risk Management section.

Compliance Self-assessment and Cross-functional Audit
IIn order to ensure compliance to all the policies, procedures and regulatory requirements, NCHL has adopted a
practice of Compliance Self-assessment and Cross-functional Audit, whereby compliance self-assessment of all
the relevant policies, procedures and regulatory requirements are carried out by individual functional heads. A
cross-functional assessment is carried out by cross-functional heads.
The primary objective is to ensure adherence to the internal policies and regulatory requirements and to identify
areas of further improvements/amendments as part of the annual review of such policies/procedures. The annual
assessment also includes review of access rights, log review, review of supplier’s services and confirmation
from critical vendors ascertaining compliance to information security, confidentiality, operational and financial
conditions. The assessment is conducted on annual basis and the results are reported to the Audit Committee for
necessary considerations.
The annual assessment practice and cross functional review have been conducted in FY 2079/80 (2022/23). This
year’s review also included NRB Payment and Settlement Act, 2075, NRB Payment and Settlement Bylaw, 2077
and unified directives issued by NRB Payment System Department and Labor Audit mandated by Rule 56 (2) of
Labor Rules, 2075 for the assessment.
Vulnerability Assessment and Penetration Testing (VAPT)

In order to obtain acceptable level of assurance of the security controls implemented on the systems of NCHL,
various Vulnerability Assessment and Penetration Testing (VAPT) were conducted during the FY 2079/80. Such
VAPT were executed as multiple service assignments by external service providers, covering network, network
policies, web applications, mobile applications and consolidated APIs. Such VAPT assessments were performed
by M/s Reanda Biz Serve Pvt. Ltd.
Accountability
The organizational structure ensures separation of duties and clearly defined responsibilities. Such organizational
structure and responsibilities are clearly defined by the Board under Human Resource Plan. Each employee is
assigned with individual annual performance objectives in line with the overall organizational business objectives
and budget approved by the Board. This creates accountability of each employee towards the company and also
aligns individual objectives with that of the company for the particular year.
External Audit
The independent audit function is discharged by the External Auditor. M.B. Shrestha & Co., Chartered Accountants
has been appointed as the external statutory auditor for the review period by the 11th AGM of the company.
The external auditor is responsible for obtaining reasonable assurance that the financial statements are free
of material misstatement whether caused by error or fraud. The scope of the external audit includes statutory
and tax audit. Total fee of NPR 146,410 excluding VAT with additional external audit expenses on actual basis of
NPR 762 was paid to the external auditor for the fiscal year.
The details of the audited financials for the fiscal year 2079/80 (2022/23) and Independent Auditor’s Report are
incorporated in the Financial Information Section of this report.
RISK MANAGEMENT
While NCHL remains committed to increasing value to the stakeholders, NCHL understands the importance of
operating Systemically Important Payment Systems (SIPS) that have potential to cascade large scale systemic risks
to the entire industry. Hence, it has taken into consideration effective risk management from SIPS perspectives
along with it business and operational risks. NCHL has formulated and implemented a comprehensive Risk
Management Framework for identifying and managing various risks. NCHL’s Risk Management Framework
is based on the Principles for Financial Market Infrastructures (recommended by Committee on Payment &
Settlement Systems - CPSS) and ISO 27001 standards related to Information Security Management System.

Risk Management Process
The risk management process involves risk identification, risk analysis, risk evaluation, risk treatment and review.
The risks identified and assessed within the domains referred in the framework are compiled by the respective
risk owners under detailed Risk Register and periodically reviewed by the Management and the Audit Committee.
Risk Management Process
Access Risk
Control Risk
Identity Risk
Review Controls
The risk items that are identified are quantified based on their likelihood and impact. Likelihood represents
the probability of occurrence of the risk, which is quantified in the range of 1 to 5, with 1 being Very Unlikely
and 5 being Frequent. Impact represents the severity or implication that such risk may cause in case the risk is
triggered, which is quantified in the ranges from 1 to 5, with 1 being Very Low and 5 being Very High. Risk Profile/
Matrix is the product of the risk likelihood and its impact. Based on the risk profile, priorities for the risks are set
for risk treatment in terms of urgency, and budgets. Appropriate risk treatments including controls, transfers
or acceptance are implemented. The risks including their risk profile and the controls are recorded in the Risk
Register, Assessment and Treatment Plan, which is reviewed semi-annually.
Risk Register, Assessment and Treatment Plan

Principles for Financial Market Infrastructures identifies 24 key areas for risk management of the systemically
important payment systems. Based on the applicability of the key areas for NCHL (payment systems only) and
also considering the ISO 27001 framework, NCHL has grouped the key risk areas under 8 domains. Accordingly,
the risk identification, assessments and mitigation controls are applied, which are recorded and reviewed in a Risk
Register. The key domains are as specified in the Risk Management Framework policy of NCHL.
BUSINESS CONTINUITY PLAN ACTIVATION

NCHL has in place Business Continuity Plan & Disaster Recovery Plan (DR and BCP Plan) approved by the Board.
The policy has been prepared based upon IT Security Policy of NCHL to ensure that business continuity plan,
backup and disaster recovery procedures are documented, implemented and tested periodically. The policy is
reviewed annually during Compliance Self-Assessment and Cross-Functional Audit for any changes. Periodic
disaster recovery drill is also conducted based upon it to ensure readiness of the primary and secondary DR site.

Concerning the ongoing war around the world and the possibility of economic downturn within Nepal, the
inflationary risk in Nepal is expected to continue due to extreme uncertainty. However, the adoption of digitization
transactions post pandemic and in the current economic situation is expected to increase considerably. Non-cash
digital transaction in Nepal during FY 2079/80 has increased by 38% in terms of transaction volume, however it
has decreased by 4% in terms of transaction value (excluding cash based ATM transaction and RTGS transactions)
against the transactions in FY 2078/79, as per the payment indicator published by NRB.
The major indicators for financial access in Nepal are as follows:

1 No. of Banks & Financial Institutions (A, B & C) 54
2 No. Payment System Operators (PSO)* 10
3 No. of Payment Service Providers (PSP)* 27
4 No. of BFIs Branches 6,441
5 No. of Branchless Banking Centers 1,306
6 No. of PSP Agents 14,398
7 No. of ATMs 4,969
8 No. of Mobile Banking Customers 21,691,474
9 No. of Internet Banking Customers 1,887,046
10 No. of Wallet Users 19,540,305
11 connectIPS users 958,250
12 No. of Cards (Debit/Credit/Prepaid Cards including issued by PSP) 12,131,090
* Other than BFIs. Source: NRB website data of Shrawan end 2080
NRB has been regulating the payment and settlement systems in Nepal through various directives and circulars,
after the issuance of the Payments & Settlement Bylaw 2072 by NRB. Thereafter, NRB has issued Licensing Policy
and various other regulatory directives for the stakeholder of payment systems. Payment & Settlement Act 2075
and Payment and Settlement Bylaw 2077 are also in place, which provides the legal basis for the payment systems
operated in Nepal. With the adoption of QR based payments in Nepal, NRB has issued a standard for QR codes
through NEPALQR standardization Framework and Guidelines.
Real Time Gross Settlement System (RTGS) has been implemented by NRB, which is meant for the processing of
high value and urgent interbank transactions. This has provided support for the settlement of SIPS systems in
Nepal, corresponding to which NCHL is integrated with RTGS for its net clearing position settlement. This has
partly reduced the settlement risk for NCHL and also provided mechanism to increase number of settlements for
its payment systems.
Following is the non-cash based transaction volume and value of various retail systems during FY 2079/80.
Particulars Volume % of Total Value (In Millions) % of Total
NCHL-ECC 12,348,969 2% 6,207,167 42%
NCHL-IPS 15,380,696 3% 2,135,704 15%
connectIPS/RPS 50,252,944 9% 4,114,629 28%
Total Cards* 13,335,660 2% 65,109 0.4%
Internet Banking 3,216,663 1% 156,829 1%
Mobile Banking 267,485,409 46% 1,712,298 12%
Branchless Banking 878,368 0.2% 18,050 0.1%
Wallet 213,367,144 37% 219,808 2%
Non-cash Total Transaction 576,265,853 100% 14,629,594 100%
Data from Shrawan 2079 to Asadh 2080; Source: Payment Systems Indicators *Excluding ATM-Cash withdrawal and RTGS
With market players coming up with multiple payment instruments and services in the payments industry,
there are possibility of overlapping of the systems, instruments and services. This will also likely to increase the
competition and compliance requirements. Hence, payments industry, though has a promising outlook for Nepal,
the level of competition, particularly in the low value retail segment will be very high with sizeable investment
required for risk management and compliance.

Further, Nepal Rastra Bank has taken policy direction for merger/ acquisition of the PSPs and PSOs through
increase of capital for such entities and policy indications (amendment of Payment and Settlement Bylaw). Hence,
the industry is expected to receive sizeable investments with change of ownership or business model and possible
consolidate through merger or acquisition.
In this context, NCHL has continued to work closely with all relevant stakeholders including BFIs, PSPs, PSOs,
service providers in a collaborative approach. The implementation of National Payment Switch will support
NCHL and other players also to establish multiple use cases including interoperability, implementation NepalQR
standard scheme, internetwork QR, direct debit instruments, wallet to wallet interoperability, etc., which are
expected to support the development of the payments industry in Nepal. Similarly, in order to support policy
direction of Nepal and help upgrade payments industry in Nepal, NCHL intends to participate in the consolidation
process thereby increasing its competitive position in providing infrastructure and services for non-card & card-
based transactions

NCHL recognizes the value and effort invested by the employees in attaining the overall organizational objectives.
Achieving organizational goal, integration between employee’s and employer’s interest is vital for any organization.
Hence, NCHL has tried its best to attract best resources and retain them. HR at NCHL is guided by the policies
including NCHL Code of Conduct, Employee Service Rules, HR Plan and Employee Performance Objectives &
Appraisal Procedures, which are formulated by the Board. These are in line with the prevailing Labor Acts and
Bylaws. And the responsibilities and job description for each of the positions are defined in the HR Plan and are
monitored through regular performance review.
ORGANIZATIONAL STRUCTURE
Board of
Directors
Audit Committee HR Committee
Company Secretary
CEO
DCEO
Chief Chief
Chief Chief Chief Chief Chief/Head
Product Information
Operating Business Technology Strategy Risk &
Development Security
Officer Officer Officer Officer Compliance
Officer Officer
Operations Marketing Payment Products Strategy & Security Risk &

Systems & Services Research Operations Compliance
NCS Business Technology System Technology Information

Operations Development /Infra Development Innovation Security
Finance & Card & Special

Admin Card Switch Projects
NCHL has maintained a lean organization with highly productive workforce with total of 72 employees at the
end of the FY 2079/80 (2022/23), as compared to 59 in the previous year. It directly supports more than 17,000
business users of 53 member BFIs equivalent to supporting 236 average business users per employee. They also
support 73 live Indirect/technical members. Integration with the core systems and alternate channels of BFIs and
the members for various systems of NCHL-IPS, connectIPS, RTGS, NPI and others are also developed, operated
and monitored by these resources. NCHL support team has also been providing 2nd line support for the member
BFIs in handling their connectIPS users and for enrollment of their creditor.

KEY HUMAN RESOURCE INDICATORS
Employee Mix by Gender
Gender Count Percent
Female 20 28%
Male 52 72%
Total 72 100%
The non-core office support related functions are outsourced from local personnel service providers.
Employee Productivity Indicators

FY 2079/80 FY 2078/79 FY 2077/78 FY 2076/77 FY 2075/76
Particulars
(2022/23) (2021/22) (2020/21) (2019/20) (2018/19)
Number of Employees 72 59 34 33 28
Employee Turnover 12 12 1 3 3
Human Resource Expenses (in NPR ‘000) 109,425 74,343 47,471 42,222 24,456
Average Expense per Staff (in NPR ‘000) 1,520 1,260 1,396 1,279 2,132
Staff Expense to Total Operating Expenses 115% 88% 65% 58% 42%
Operating Income per Staff (in NPR ‘000) 9,460 11,218 14,106 14,534 15,404
Net Profit After Tax per Employee (in NPR ‘000) 5,233 6,011 7,484 7,711 8,575
Total Staff Bonus (in NPR ‘000) 55,648 52,344 37,702 27,407 32,026
RECRUITMENT PROCESS
NCHL believes in recruiting employees on the best-fit basis for any available job/ position based on competencies,
skills, qualification, experience and aptitude. NCHL follows fair and competitive recruitment process providing an
equal opportunity to all the deserving candidates. The HR function is executed by the Admin & HR department.
The recruitment is done through public notice of vacancy announcement and the applicants go through a series
of screening steps. Appropriate controls are put in place from initial screening till finalization of the candidates.
In order to make new recruits accustomed with the work culture of the company, induction session is organized.
The job specification for each position is clearly indicated in its Human Resource plan.
In the FY 2079/80 (2022/23), 25 new employees were recruited and 12 employees have resigned.
REMUNERATION AND BENEFITS

NCHL has defined job level for its employees from L10 – L100, with L10 being the lowest level and L100 being the
highest level. This is other than CEO’s position. All the regular employees have job level with additional functional
title. Remunerations and benefits are tied-up with the level and are defined in the Human Resource Plan and
Employee Service Rules.
The minimum and maximum salary scale is defined for each level. All benefits and appraisal-based increments
are computed based on basic salary. Salary scale is reviewed in every two-year based upon the company’s
financial position, inflation and prevailing market condition. Annual salary increments and Performance Based
Variable Incentive (PBVI) is directly linked with performance of the staff, which is appraised as per the Employee
Performance Objectives and Appraisal Procedure.
In case of other benefits, they are at par and in many cases above the mandates of the Labor Act 2074 and Labor
Bylaw 2075. The Staff Bonus is distributed to all regular staff under statutory bonus and welfare bonus as per the
Bonus Act 2030 based on the share of the profit contribution.
All salaries, benefits, allowances and payments made to the employee by the Company are made after necessary tax
deductions as per prevailing Income Tax laws. Human Resource Expenses are disclosed in Notes to Account in detail.

STAFF TRAINING & DEVELOPMENT
NCHL promotes learning culture with regular internal knowledge sharing sessions as well as external trainings,
courses, certifications, seminars and self-studies. The training requirements and expected skill sets for the
company are identified as part of the annual work plan of NCHL and then they are mapped with the resources.
These training and development activities are also part of the performance objectives of each employee.
FY 2079/80 FY 2078/79 FY 2077/78 FY 2076/77 FY 2075/76

Particulars
(2022/23) (2021/22) (2020/21) (2019/20) (2018/19)
Staff Training Expenses 752 284 201 416 720
Training Expense / Staff Expenses 0.69% 0.38% 0.42% 1% 3%
STAFF WELFARE COMMITTEE

A committee was constituted in FY 2071/72 (2014/15) as ‘Staff Welfare Committee’ as per the Clause 47 of NCHL
Employee Service Rule that has the following responsibilities.
1. To hold consultation to improve working environment;
2. To handle grievances of the employees;
3. To address employee’s Health and Safety in the company;
4. To decide on utilization and operation of Staff Welfare Fund in the interests of the employees;
5. To co-ordinate for various activities/functions for the welfare of the employee including team building
HR activities, staff canteen, and similar.
The Committee played an important role to coordinate with the employee during the COVID periods and also
assisted the HR team managing work-from-home when NCHL had to continue its operations during the pandemic.
STAFF HEALTH AND INSURANCE

The Company believes that the health of employees and support for expense coverage for any medical requirements
are very critical and important for both the company and its employees. Company purchases a standard group
medical insurance to cover employees and their immediate family’s medical expenses up to total of NPR 500,000
per annum and group personal accidental insurance up to NPR 1,000,000 to cover risks of loss due to accident.
STAFF LEAVE
Apart from the working days and number of leaves mandated by the Labor Act and Bylaw, NCHL during the fiscal
year has implemented 5 work day with Flexi weekend policy, as it believes that it promotes good physical and
mental health in the workplace and improves people’s work-life balance reducing stress and unscheduled days
off. NCHL encourages its employee to take planned block annual leaves, which has also helped the company to
plan and evaluate contingencies of critical resources.
Glimpses of HR Activities
AN ANNUAL OUTING PROGRAM OF NCHL STAFF AT DHULIKHEL

NCHL MANAGEMENT TEAM

DIRECTOR'S REPORT AND DISCLOSURE
As per Section 109 of Company Act 2063
Dear Shareholders,
It is with great pleasure on the behalf of the Board of Directors of Nepal Clearing House Ltd. (NCHL) to welcome
all the shareholders and the invited guests in our twelfth annual general meeting. We present you the company’s
performance, achievements, challenges, business review along with the audited reports of the financials for the
fiscal year ending 2079/80 (2022/23).
Performance review of last year:
This has been disclosed under sections Financial Review and Operational Review of this report.
Effect on business of the company due to national and international situation:
Last year has been difficult year for the world economy amid the ongoing war in various regions of the world
and its direct impact on inflation resulting in the interest rate increase. Nepal was no different due to which the
economic activity in Nepal was slow impacting the overall transaction of the financial sector. The direct impact
of this slowdown was seen in the decrease transaction volume and value of NCHL-ECC resulting into decrease
in revenue compared to last FY from the system. In spite of all the global setbacks and its domestic impacts,
consumers adoption of digital platforms for retail financial transactions has led towards an increase in overall
transaction volume by 16% for the company in the fiscal year 2079/80 through NCHL-IPS and RPS (connectIPS).
The total operating income have increased by 3% compared to last FY with major contribution in revenue from
NCHL-IPS and RPS (connectIPS).
Encouragement and adoption of electronic payments by the Government has increased opportunities and
competition in the market. With NCHL systems already linked with almost all BFIs and PSOs/ PSPs as Indirect/
Technical members, it is expected to improve NCHL’s position within the digital payments ecosystem of Nepal.
As mandated by Nepal Rastra Bank, the company initiated the implementation of National Payment Switch (NPS)
project in the last year, in close coordination and support of Nepal Rastra Bank, Nepal Government, BFIs and
PSPs/ PSOs. The Phase I of NPS, related to Retail Payment Switch (RPS) went into operation with engagement of
majority of the BFIs and the increase in transaction volume through RPS is very encouraging. The Phase II of NPS,
related to card switch and domestic card scheme is under implementation phase. Success of this project is very
critical for the company with high investment already committed to establish this national infrastructures. The
support of NRB, GoN, BFIs and PSPs/PSOs will be very important for its successful implementation.
The merger of the BFIs continued during the review period with merger of 6 commercial banks. Similarly, 4
member insurance companies, who were Indirect members, were also merged during the review period. The
reduction in the annual membership fees is expected to continue due to the recent merger policy of the PSOs
and PSPs with continued merger policy of the BFIs and insurance companies with some of the merger approval
already in progress.
It is expected that the upside exchange rate fluctuation will continue, which has not remained in favor of NCHL.
All the software adopted by NCHL (for NCHL-ECC, NCHL-IPS and Oracle) are payable in USD to its technical
partners. With addition of the NPS infrastructure, where all the cost of hardware and software are also linked
with USD, the appreciation of USD against NPR will increase the service cost. The exchange rate has remained
the highest till date in this year and is still increasing. Such exchange rate fluctuation has directly increased the
operating expense of NCHL.

Difficulty in finding and recruiting qualified and experienced human resources with increased employee turnover
was one of the major challenges that NCHL faced in the last year. This high turnover is associated with high
demand of technical and industry experts in the market. Hence, with the increasing products and services and
increased business lines NCHL has given utmost priority to increase skill and competency of its existing manpower
and to attract additional resources to support existing and new projects.
Human Resource:
As disclosed under section Human Resource of this report.
Industrial and professional relationships:
NCHL has maintained cordial relationship with all the major stakeholders including various department of
the Government of Nepal, Nepal Rastra Bank, Banks and Financial institutions, their associations, non-bank
institutions, payment service providers/payment system operators (PSPs/ PSOs), and various other business
groups. And due to the continuous support and confidence shown by all the parties, it has been able to establish
and operate various national payment system infrastructures and bring the institution up to this level. NCHL
has also maintained a balanced relationship with the national and international technology partners and service
providers. NCHL will continue to gain the trust and confidence from different sectors and will collaborate with all
such partners.
Change in Board of Director:
There had been changes in the Board of Directors during the review period for the representative of commercial
banks and addition of Independent Director. Details of the changes are explained in Chapter 5 of this report.
Main factors affecting the business:
Following are some of the major factors that may adversely affect NCHL’s business in the coming fiscal year:
• Following the merger policies of the NRB and the Nepal Insurance Authority with the requirement of increase
in the capital base, merger of the BFIs and insurance companies is expected to continue. With merger of PSPs
and PSOs or reduction in number of such licensed entities in the coming years, it is expected to reduce potential
and existing members, which will directly impact the annual membership fee-based income for NCHL. However,
due to the increased usage of the digital platforms and the customer base, the transaction volumes in NCHL-
IPS and RPS are expected to increase. Also, the focus of NCHL has also been to increase Indirect and Technical
members.
• Increase in the adoption of digital payments by general public has supported to increase transaction in RPS
(connectIPS), CORPORATEPAY and NPI, which are expected to further grow in the coming years. However, the
continuous pressure to decrease the transaction fee and other fees is directly impacting the increase in revenue
despite augmented efforts in the transaction growth.
• NPS is a one of the flagship national payments infrastructure for introducing multiple retail instruments and
to establishing interoperability. Since the project is being funded completely by NCHL, the sustainability of
operations will be challenging. Hence, NCHL have been strategically collaborating and coordinating with all the
stakeholders for the acceptability and rollout of the system.
• Although the licensed PSOs/PSPs has increased innovation and supported in expanding digital ecosystem in
Nepal, due to the number of such entities, competition has also increased with overlapping in multiple systems
and services. NCHL has taken a strategic direction to collaborate with all such stakeholders.
• Technology based inherent risks could also adversely affect the operations of NCHL thereby causing impact
in its business. However, NCHL has implemented comprehensive risk management framework to monitor and
control such risks. NCHL will continue to invest on upgrading its operational and security related infrastructures.
• The fluctuation in the exchange rate of USD against NPR will have major impact in the operating expenses of
the company.

• Limited availability of the skilled resources is one of the major factors that has been affecting NCHL operations
and partly due to the delays in acquiring needed resources. The rate of turnover has decreased compared to the
previous fiscal year but it could aggravate if it is not handled appropriately.
Remarks and observation from Independent Auditor’s Report:
Auditor has not expressed major or critical observations in the Audit Report. The complete audit report is attached
in the later section of this report.
Amount recommended for Dividend and Bonus:
28.5% of the paid-up capital amounting to NPR 223,262,100 (rounded for the decimal share) has been proposed
as bonus shares and 1.5 % on paid-up capital amounting NPR 11,750,637 has been proposed as cash dividend for
tax purpose from the profit of the fiscal year 2079/80 (2021/22), subject to the approval of the AGM. However,
they have not been accounted in the financials.
Detail of share forfeited
No share has been forfeited.
Any information given to Company by its principal shareholder (who holds 1% or more shares of the
company) during financial year:
Not applicable.
Company and its subsidiary company’s transaction and review of situations at the end of the fiscal year:
NCHL does not have subsidiary. And the details of transactions of the company have been mentioned in the
presented statement of financial position, statement of profit & loss, statement of cash flows, statement of
changes in equity and independent auditor’s report.
Information regarding personal interest of any of the directors or their relatives regarding the agreement
related to the company:
There is no record of such event/ transaction.
Purchase of its own share:
Not applicable.
Information regarding existing internal control
This has been disclosed under sub-section Internal Control of section Governance of this report.
Plan of the company for the coming fiscal year:
Some of the major activities of NCHL that are planned for the FY 2080/81 (2023/24) include:
• Upgrade and strengthen the existing infrastructures to support members in the operations of NCHL-ECC, NCHL-
IPS and RPS (connectIPS) systems. The engagement to increase usage and utility of shared infrastructures
related to channel platforms and integration components will be continued.
• Increase acceptability of NCHL-IPS, RPS (connectIPS) systems and various instruments under NEPALPAY
including NEPALPAY QR for the members and their customers to increase transactions. The focus shall be to
increase B2B and P2P retail payments by enhancements in the retail channels, instruments and with introduction
of new and innovative use cases.
• Focus on increasing Indirect/ Technical members through NPI.
• Coordinate and facilitate GoN for disbursements of all Social Security Benefits directly to the beneficiary’s bank

account through NCHL systems, which was piloted last year and deposit of TDS (GTAX) on all payments of GoN
at all levels from Central, province and local level. Continue facilitation for integration with the BFIs, various
GoN, Semi-GoN and other large institutions for their onboarding into the digital payments ecosystem.
• Complete the establishment and rollout of the interoperable National Card Switch and National Card Scheme
as part of the Phase II of the National Payment Switch project. The procurement process for Switch, Back Office
system and AI based Fraud Risk management system and Card Scheme has been completed and is currently
under implementation phase.
• Initiate discussion and coordinate with other clearing houses and international network operators for facilitation
and possibility of cross border transactions in different regions. Project for cross border transaction between
Nepal-India is already in implementation phase and discussion with other partners in different countries are
in-progress.
• Enhance and extend features to cover various business use cases of bank branch assisted, online and mobile
channel based payment services. Rollout various use cases of RPS relating to non-card retail payment systems
including QR scheme.
• Increase transactions in CORPORATEPAY system, as an alternate platform for the business and institutional
customers of the BFIs.
• Improve risk management of the payment systems and their operations.
• Continue providing training and orientation programs to the members and other institutions.
• In line with the merger policy initiation of NRB and to support in the implementation of NPS (Phase 2), initaite
for merger or acquisition of potential Payment System Operator (PSO), without material change in the stake of
NCHL by NRB and BFIs.
• Explore in establishing a subsidiary company for research and development of innovative technology, systems
and software in the financial and payments sector.
Detail of management expenses incurred during the year
The details of the management expenses are as follows:

FY2079/80 FY2078/79 FY 2077/78 FY 2076/77 FY 2075/76
Particulars
(2022/23) (2021/22) (2020/21) (2019/20) (2018/19)
Staff Expenses 75,697,727 60,980,075 39,690,567 32,183,495 24,456,266
Other Admin Expenses 41,670,349 51,741,743 21,736,760 48,091,550 29,928,353
Total 117,368,076 112,721,818 61,427,327 80,275,045 54,384,619
Member of Audit Committee, their remunerations & benefits and details of their activities performed along
with recommendations:
Members of the Audit Committee are:

1. Mr. Mahesh Sharma Dhakal Chairperson
2. Mr. Amit Shrestha Member
3. Mr. Jagadish Dahal Member
4. Mr. Kshitiz Adhikari Member Secretary
There was no provision for remunerations to any of the members of the Audit Committee. As a meeting allowance,
NPR 7,500 for each member was provided per sitting except for the Member Secretary. Total of NPR 97,500.00
was disbursed as meeting allowance to the Audit Committee members. Applicable tax was deducted prior to the
payment in all such payments. Five audit committee meetings were held in the fiscal year.

Details of remunerations, allowances and other benefits paid to Directors, Managing Director and
Chief Executive:
There was no provision for remunerations to any of the Directors. As a meeting allowance for each board meeting,
the meeting allowance was provided to Board of Directors for each sitting which was NPR 7,500 for each Director
during this year. Applicable tax was deducted prior to the payment in all such payments.
Amount in NPR
Board Member Total Meeting Allowance Remarks **
Ram Bahadur Manandhar 7/7
Dayaram Sharma Pangeni* 10/10
Ujjal R. Rajbhandary 14/17
Mahesh Sharma Dhakal 14/15
Srijan Krishna Malla 735,000 14/17
Samaj Prakash Shrestha* 17/17
Til Bahadur Gurung 16/17
Amit Shrestha 0/0
Jagadish Dahal 6/7
*Outgone Board Member
** Includes all the meetings of Board and relevant committees
The Chief Executive Officer during the year under review was paid salary of NPR 7,140,000 as salary and allowances,
NPR 1,220,150 as other benefits including provident fund contribution, leave fare allowance and other benefits.
Staff statutory & welfare bonus was paid as per the law. He was also provided with office vehicle with a driver
with fuel expense of up to 150 liters per month on actual and mobile expense of up to NPR 2,000 per month on
actual basis.
Details of Dividend, Bonus and Dividend Payable:
Bonus Share Capital of 28.5% amounting to NPR 223,262,100 (rounded for the decimal share) and Cash Dividend
of 1.5% amounting NPR 11,750,637 have been proposed from the profit earned from the FY 2079/80 (2022/23),
subject to the approval of the Board. There exists no any outstanding dividend payable from FY 2079/80 (2021/22).
Information disclosure as per Section 141 regarding purchase or sale of assets:
Not Applicable.
Details of related party transaction as per the section 175 (transaction between associated companies):
Not Applicable.
Any other details to be disclosed:
Disclosed in appropriate part of this report and financial statements.
Finally, on the behalf of the Board of Directors, we would like to thank Nepal Rastra Bank, Banks & Financial
Institutions, other regulatory bodies and other stakeholders for placing their trust and confidence in NCHL.
Sincere thanks to the management team and other staff whose commitment and hard work has brought the
company up to this stage. We look forward towards continued support and suggestions from all the stakeholders
to establish NCHL as a leading service provider of national payment and settlement systems.
On behalf of Board of Directors
Ram Bahadur Manandhar

Chairman

AUDITED FINANCIAL STATEMENTS
NRB APPROVAL OF THE AUDITED FINANCIALS

INDEPENDENT AUDITOR’S REPORT

AUDITED FINANCIAL STATEMENTS
Statement of Financial Position
As at Ashadh 31, 2080 (16 July 2023)
Ashad 31, 2080 Asadh 32, 2079

Particulars Notes
(16 July 2023) (16 July 2022)
ASSETS
NON-CURRENT ASSETS
Property, Plant and Equipment 4.8 84,703,663 84,752,377
Intangible Assets 4.8 36,477,084 40,081,387
Right of Use-Asset 4.8 43,383,751 -
WIP Projects 4.8 118,266,874 10,662,924
Financial Assets
Investment and Placements 4.4 607,953,000 1,061,604,000
Settlement Guarantee Fund Deposits 4.6 154,518,183 148,717,955
Deferred Tax Assets 4.7 8,517,823 4,290,651
TOTAL NON-CURRENT ASSETS 1,053,820,378 1,350,109,295
CURRENT ASSETS
Inventories 4.2 58,072 86,608
Current Tax Assets 4.5 5,745,617 188,849
Financial Assets
Cash and Bank Balances 4.1 28,664,981 24,370,462
Investment and Placements 4.4 875,000,000 187,000,000
Other Assets 4.3 119,694,112 97,430,942
TOTAL CURRENT ASSETS 1,029,162,782 309,076,861
TOTAL ASSETS 2,082,983,160 1,659,186,155
LIABILITIES
NON-CURRENT LIABILITIES
Provisions 4.9 16,577,059 13,581,504
Settlement Guarantee Fund Liabilities 4.7.1 60,000,000 60,000,000
Lease Liability 4.11 36,908,667 -
TOTAL NON-CURRENT LIABILITIES 113,485,726 73,581,504
CURRENT LIABILITIES
Provisions 4.9 55,648,024 52,343,853
Lease Liability 4.11 12,367,645 -
Financial Liabilities
Other Liabilities 4.10 91,423,913 87,065,606
TOTAL CURRENT LIABILITIES 159,439,582 139,409,459
TOTAL LIABILITIES 272,925,308 212,990,963
Equity
Share Capital 4.12 783,375,800 567,663,600
Reserves & Surplus 4.13 1,026,682,052 878,531,591
Total Equity 1,810,057,852 1,446,195,191
TOTAL LIABILITIES AND EQUITY 2,082,983,160 1,659,186,155
Significant Accounting Policies and Notes to Accounts 1-5
Neelesh Man Singh Pradhan Ram Bahadur Manandhar CA. Maheswarendra Bdr. Shrestha
Chief Executive Officer Chairman M.B Shrestha & Co.
Chartered Accountants
Ujjal Rajbhandary Mahesh Sharma Dhakal Srijan Krishna Malla

Director Director Director
Til Bahadur Gurung Amit Shrestha Jagadish Dahal

Date: 31-Oct-2023
Place: Kamaladi, Kathmandu, Nepal

Statement of Profit or Loss
For the Period Ending Asadh 31, 2080
(Corresponding to 17 July 2022 to 16 July 2023)
Ashad 31, 2080 Asadh 32, 2079

Particulars Notes
(16 July 2023) (16 July 2022)
Operating Income :
Revenue 4.14 681,134,113 661,619,546
Software License - Members - 253,000
Operating Expenses :
Operating Expenses 4.15 95,534,709 84,896,041
Cost of Software License - Members - -
Gross Profit 585,599,404 576,976,504
Add: Interest Income 144,471,242 97,252,623
Add: Other Income 3,763,053 1,511,864
Less: Administrative Expenses 4.16 41,670,349 51,741,743
Less: Human Resources Expenses 4.17 75,697,727 60,980,075
Less: Finance Cost (Actuarial and Lease Liability) 4.18 5,806,182 -
Operating Profit 610,659,441 563,019,173
Depreciation Expenses 4.8 37,155,385 24,913,366
Amortization Expenses 4.8 17,023,818 14,667,275
Staff Bonus Provision 55,648,024 52,343,853
Profit before Tax 500,832,215 471,094,678
Income Tax Liability 128,801,958 119,268,575
Deferred Tax Expenses (Income) (4,765,376) (2,797,419)

Profit for the period 376,795,633 354,623,522
Basic/Diluted Earnings Per Share (EPS) 48.10 62.47


Date: 31-Oct-2023

Statement of Comprehensive Income
(Corresponding to 17 July 2022 to 16 July 2023)
Ashad 31, 2080 Asadh 32, 2079

Particulars Notes
(16 July 2023) (16 July 2022)
Profit for the period 376,795,633 354,623,522
Other Comprehensive Income (net of income tax)
a) Items that will not be reclassified to profit or loss
Actuarial Gain/(loss) on Defined Benefit Plan 2,152,816 (4,357,391)
Deferred Tax Income/(Expenses) 8.9 (538,204) 1,089,348
Net Other Comprehensive Income that will not be reclassified to profit or loss 1,614,612 (3,268,043)
b) Items that are or may be reclassified to profit or loss
c) Share of other comprehensive income of associate accounted as per equity method
Other Comprehensive Income for the year (net of income tax)
Net Profit 378,410,245 351,355,479


Date: 31-Oct-2023

Statement of Changes in Equity
As at Asadh 31, 2080 (16 July 2023)
Technology Land and Reserve

Share Revaluation Cyber Risk Accumulated
Particulars Share Capital Enhancement Building for Actuary Total
Premium Reserve Reserve Profit/(Loss)
Reserve Reserve Gain/(Loss)
Balance at 15 July 2021 (Ashadh 31, 2078) 411,350,400 - - 213,003,167 85,880,890 1,272,317 359,855 391,200,094 1,103,066,723
Adjustment/Restatement - - - - - - -
Restated Balance 411,350,400 - - 213,003,167 85,880,890 1,272,317 359,855 391,200,094 1,103,066,723
Surplus on Revaluation of Properties - - - - - - - - -
Deficit on Revaluation of Investment - - - - - - - - -
Current Translation Difference - - - - - - - - -
Net Profit for Period - - - - - - - 354,623,522 354,623,522
Bonus Share Capital FY 2078/79 156,313,200 - - - - - - (156,313,200) -
Cash Dividend FY 2078/79 - - - - - - - (8,227,011) (8,227,011)
Transfer to Technology Enhancement Reserve - - - 70,924,704 - - - (70,924,704) -
Transfer to Land & Building Reserve - - - - 35,462,352 - - (35,462,352) -
Transfer to Cyber Risk Reserve - - - - 1,773,118 - (1,773,118) -
Reserve for Actuarial Gain/(Loss) - - - - - - (3,268,043) - (3,268,043)
Issue of Share Capital - - - - - - - - -
Balance as at 16 July 2022 (Ashad 32, 2079) 567,663,600 - - 283,927,872 121,343,242 3,045,435 (2,908,189) 473,123,231 1,446,195,191
Adjustment/Restatement - - - - - - - -
Restated Balance 567,663,600 - - 283,927,872 121,343,242 3,045,435 (2,908,189) 473,123,231 1,446,195,191
Surplus on Revaluation of Properties - - - - - - - - -
Deficit on Revaluation of Investment - - - - - - - - -
Current Translation Difference - - - - - - - - -
Net Profit for Period - - - - - - - 376,795,633 376,795,633
Bonus Share Capital FY 2079/80 215,712,200 - - - - - - (215,712,200) -
Cash Dividend FY 2079/80 - - - - - - - (11,353,274) (11,353,274)
Transfer to Technology Enhancement Reserve - - - 75,359,127 - - - (75,359,127) -
Transfer to Land & Building Reserve - - - - 37,679,563 - - (37,679,563) -
Transfer to Cyber Risk Reserve - - - - 1,883,978 - (1,883,978) -
Reserve for Actuarial Gain/(Loss) - - - - - - 1,614,612 - 1,614,612
Issue of Share Capital - - - - - - - - -
Lease Expenses (Adjustment as per NFRS 16) - - - - - - - (3,194,310) (3,194,310)
Balance as at 16 July 2023 (Ashad 31, 2080) 783,375,800 - - 359,286,998 159,022,805 4,929,413 (1,293,577) 507,930,722 1,810,057,852
Annual Report 2079/80

75
Statement of Cash Flows
Ashad 31, 2080 Asadh 32, 2079

Particulars
(16 July 2023) (16 July 2022)
Net Profit/(Loss) Before Tax 500,832,215 471,094,678
Preliminary & Pre-operating (Expenses)/Surplus
Add/(Less) : Adjustment
Depreciation Expenses 37,155,385 24,913,366
Amortization Expenses 17,023,818 14,667,275
Superannuation/Gratuity Provision (incl. Actuarial Gain/Loss) (3,035,799) 4,260,473
Leave Provision 2,202,115 1,687,026
Staff Bonus Provision 55,648,024 52,343,853
Bonus Paid (52,343,853) (37,701,539)
Adjustment as per NFRS 16 (3,194,310) -
Cash Flow from Operation Before Working Capital 554,287,594 531,265,133
Increase(Decrease) in Current Tax & Other Liabilities 53,634,619 8,487,923
Decrease (Increase) in Inventories, Current Tax, Other Assets (21,809,348) (17,523,802)
Decrease (Increase) in Settlement Guarantee Fund (5,800,228) (5,141,606)
Less: Tax Provision (128,801,958) (119,268,575)
Cash Flow from Operating Activities 451,510,679 397,819,073
Purchase of Fixed Assets (93,916,568) (55,130,240)
Sale or disposal of Fixed Assets 6,632 -
Project WIP (107,603,950) (5,449,504)
Investment in FD/Debenture (234,349,000) (323,500,000)
Cash Flow from Investing Activities (435,862,887) (384,079,744)
Interest on Loan - -
Increase(Decrease) in Loans - -
Share Capital - -
Dividend Paid (11,353,274) (8,227,011)
Cash Flow from Financing Activities (11,353,274) (8,227,011)
Net Increase(Decrease) in Cash & Cash Equivalents 4,294,519 5,512,318
Cash & Cash Equivalents at the Beginning of the Year 24,370,462 18,858,143
Cash & Cash Equivalents at the end of the Year 28,664,981 24,370,462

SIGNIFICANT ACCOUNTING POLICIES & NOTES FORMING
PART OF THE FINANCIAL STATEMENTS
For the Period Ended 31st Asadh 2080
1. GENERAL INFORMATION
1.1. Legal and Domicile Form
Nepal Clearing House Ltd. (hereinafter referred to as “NCHL” or “company”) is a public limited company registered
with Company Registrar Office on 8th Poush 2065 (corresponding to 23rd December 2008) with registered address
at Kamaladi, Kathmandu. The principal objective of the company is to implement and operate national payment
and settlement systems in Nepal. It obtained the letter of commencement of business from Company Registrar
Office effective from 31st Jestha 2068. NCHL obtained approval from Nepal Rastra Bank (NRB) for operation
of Electronic Cheque Clearing (NCHL-ECC) system for foreign currency cheques clearance effective from 7th
Poush 2068 and obtained approval for conducting the cheque clearance in Nepalese currency effective from 16th
Chaitra 2068. NCHL obtained approval from NRB for operation of Interbank Payment System (NCHL-IPS) from 4th
Mangsir 2071 and effectively commenced NCHL-IPS transaction from 1st Bhadra 2073. NCHL obtained approval
from NRB on 19th Chaitra 2074 for operation of connectIPS e-Payment System for processing of payments
through alternate channels and was commenced from 12th Baisakh 2075. NCHL rolled out connectRTGS on
29th Mangsir 2076 and launched National Payments Interface (NPI) on 2nd Chaitra 2076. connectRTGS system
is a customized extension of connectIPS Integration System for member banks and financial institutions to
process inward and outward transactions in the Real-Time Gross Settlement (RTGS) system. Whereas, NPI is a
consolidated Application Programming Interfaces (APIs) of multiple payment systems hosted by NCHL or any
other institutions, which is built in Open API concept. NCHL obtained approval from NRB on 29th Bhadra 2077 for
the operation of CORPORATEPAY system and effectively commenced the transaction from 11th Mangsir 2077.
The system was officially launched on 1st Magh 2077.
NCHL also obtained principle approval from NRB on 12th Mangsir 2077 for implementation and operation of
National Payment Switch (NPS), which shall implement interoperability of card-based transactions through the
rollout of the Interoperable Card Switch and Domestic Card Scheme for Nepal. During FY 078/79, National Payment
Switch (NPS) Phase I (Sub-project 3) was officially launched on 11th Chaitra 2078 as Retail Payment Switch (RPS)
which enables non-card-based transaction interoperability for routing and settlement of transactions along with
the establishment of NEPALPAY QR scheme. Whereas the second phase of NPS related to National Card Switch
and NEPALPAY domestic card is still under implementation.
1.2. Objectives, Products and Members

NCHL as per its strategic objectives to establish multiple payments, clearing and settlement systems in Nepal
is currently operating Electronic Cheque Clearing (NCHL-ECC), Interbank Payment System (NCHL-IPS), Retail
Payment Switch (RPS), connectIPS e-payment system, CORPORATEPAY, connectRTGS, Nepal Pay QR and
National Payment Interface (NPI).
NCHL entered into agreement for NCHL-ECC with 159 members, out of which, 53 members (Nepal Rastra Bank,
Nepal Infrastructure Bank Ltd., 20 commercial banks, 16 development banks and 15 finance companies) are
now in operation till Ashadh end 2080. 6 members commercial bank were reduced due to merger during the fiscal
year 2079/80.
Similarly, for NCHL-IPS System, NCHL entered into agreement with 200 members, out of which, 146 members
(Nepal Rastra Bank, Nepal Infrastructure Bank Ltd., 20 commercial banks, 16 development banks, 15 finance
companies and 93 Indirect/Technical members) are in operation till Ashadh end 2080. 26 new Indirect/Technical
members including live and subscribed were added into the system and 6 members commercial bank and 4
Indirect/Technical Members (Insurance) merged during the fiscal year 2079/80. 33 indirect/technical members
who have subscribed for the service are yet to come into operation.

For RPS/ connectIPS, 126 members are live (20 commercial banks, 16 development banks, 15 finance companies,
NIFRA and 73 Indirect/Technical members) till Ashadh end 2080. 6 members commercial banks and 4 Indirect
members (Insurance) merged during the fiscal year 2079/80. 23 Indirect/Technical members who have subscribed
for the service are yet to come into operation. NCHL has also facilitated its 53-member BFIs for needed integrations
of their core banking system (CBS) with various payment systems as NPI Banks integration.
NCHL has entered into agreement for NPI with 156 members, out of which, 20 commercial banks, 12 development
banks, 13 finance companies and 65 indirect/technical members are live till Ashadh end 2079. 20 Indirect/
Technical members have subscribed but are yet to go live. 52 BFIs have entered into integration partnership
agreement with NCHL for connectRTGS, out of which, Nepal Infrastructure Bank Ltd., 19 commercial banks (after
6 merged in FY 2079/80), 11 development banks and 12 finance companies have gone live. 2 BFIs who have entered
into agreement for connectRTGS are yet to go live. NCHL has entered into agreement for CORPORATEPAY with
50 BFIs, out of which, 19 commercial banks (after 6 merged in FY 2079/80), 9 development banks and 5 finance
companies have gone live. 11 BFIs who have also entered into agreement for CORPORATEPAY but are yet to go live.
Under National Payment Switch (NPS) for RPS, 64 members (20 commercial banks (after 6 merged in FY 2079/80),
7 development banks, 15 finance companies and 16 indirect/technical members) has entered into agreement with
47 members went live with at least one of the instruments or use case of RPS till the end of fiscal year 2079/80.
1.3. Details of Share Ownership

NCHL is promoted by Nepal Rastra Bank and major banks & financial institutions of Nepal. The details of the share
ownership as of 31st Ashadh 2080 is given below:
Particulars No. of Shares Value in NPR Shareholding %
Nepal Rastra Bank 783,375 78,337,500 10%
Commercial Banks 5,968,449 596,844,900
Development Banks 571,342 57,134,200 90%
Finance Companies 510,592 51,059,200
Total 7,833,758 783,375,800 100%
2. BASIS OF PREPARATION OF FINANCIAL STATEMENTS

2.1. Statement of Compliance
The accompanying Financial Statements have been prepared in accordance with Nepal Financial Reporting
Standards (NFRSs)-2018, pronounced for implementation by The Institute of Chartered Accountants of Nepal.
The Financial Statements comprise the Statement of Financial Position, Income Statement, Statement of Other
Comprehensive Income, Statement of Cash Flows, Statement of Changes in Equity, and Notes to the Financial
Statements, comprising significant Accounting Policies and other explanatory information. The significant
accounting policies applied in the preparation of financial statements are set out below. These policies are
consistently applied to all the years presented, except for the changes in accounting policies disclosed specifically.
2.2. Reporting Period and Authorization for Issue of Financial Statement

The reporting period of NCHL covers a twelve-month period from 1st Shrawan 2079 (17th July 2022) to 31st Ashadh
2080 (16th July 2023). The comparative figures in Statement of Financial Position, Income Statement, Statement
of Other Comprehensive Income, Statement of Cash Flows, and Statement of Changes in Equity are presented for
the year ended 31st Ashadh 2079 (16th July 2022).
Accompanied financial statements are prepared under the responsibility of the management and adopted by the
Board of Directors on its meeting held on 31st October 2023 with necessary recommendation for approval by the
shareholders in the upcoming Annual General Meeting.

2.3. Operating Cycle
Based on the nature of its activities, NCHL has determined its operating cycle as 12 months for the purpose of
classification of its Assets and Liabilities as current and non- current.
2.4. Functional and Presentation Currency

The Financial Statements of NCHL are presented in Nepalese Rupees (NPR), which is the NCHL's functional
currency. All the financial information presented in Nepalese Rupees have been rounded to the nearest rupee,
except otherwise indicated.
2.5. Use of Estimates, Assumptions and Judgements

For the preparation of Financial Statements, management has made critical accounting judgments, estimates,
and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities,
income, and expenses. Management believes that the estimates used in the preparation of the financial statements
are prudent and reasonable but actual results may differ from these estimates.
Estimates and underlying assumptions are reviewed on an ongoing basis with historical experience and other
factors, including expectations of future events that are believed to be reasonable under the circumstances. Any
revision to accounting estimates is recognized prospectively in current and future periods.
Information about significant areas of estimate, uncertainty, and critical judgments in applying accounting
policies that have the potential material impact on the amounts recognized in these financial statements are
included in the following notes:
• Determination of useful life of property, plant and equipment
• Determination of useful life of intangible assets
• Measurement of employee benefits and liabilities (Actuary Valuation)
• Provision and contingencies (if any)
• Key assumption used in discounting of future cashflows.
2.6. Going Concern

The Financial Statements have been prepared on going concern basis, as the management is satisfied that NCHL
has, at the time of authorization of financial statement, have adequate resources to continue its operation for the
foreseeable future and the management is not aware of any material uncertainties that may cast significant doubt
upon NCHL’s ability to continue as a going concern.
2.7. Classifications and order of Financial Statements

Assets and liabilities are presented in the order of liquidity in the Statement of Financial Position. Income and
expenses are classified ‘by nature’ in the Statement of Profit or Loss. Cash Flow from Operating Activities are
derived using indirect method in the Statement of Cash Flows.
2.8. Statement of Cash Flows

The Statement of Cash Flows, as per Nepal Accounting Standard (NAS 7), is a financial statement that provides
a summary of an organization's cash inflows and outflows during a specific reporting period. Statement of
Cash flows is prepared segregating the cash flows from operating, investing and financing activities. NCHL has
presented Cash flow from operating activities using indirect method.

Operating Activities: These are cash flows directly related to an entity's core business operations, including
receipts and payments from activities such as sales and purchases of goods and services. It encompasses activities
that are not classified as investing or financing activities.
Investing Activities: This category includes cash flows from the acquisition and disposal of long-term assets, such
as property, equipment, and investments. It highlights the changes in an organization's investment portfolio and
capital expenditures.
Financing Activities: Cash flows in this category result from transactions with the entity's owners and creditors.
Examples include obtaining loans, issuing shares, and paying dividends. It reflects changes in the entity's capital
structure.
2.9. Materiality and Aggression

Each material class of similar items is presented separately in the financial statements. Items of dissimilar nature
or functions are presented separately unless they are immaterial.
2.10. Previous Year Figure

Previous year’s ﬁgures have been grouped or regrouped wherever necessary to facilitate comparison of figures
in financial statements.
3. SIGNIFICANT ACCOUNTING POLICIES

Accounting policies are the specific principles, bases, conventions, rules and practices applied by the company.
The accounting policies adopted by the company are included in the relevant notes for each line items of the
financial statement. The effect and nature of the changes in accounting policy, if any, are also disclosed.
Index of significant accounting policies is presented below for easy reference.
Principal Note Particulars Explanatory Notes
3.1 Inventories 4.2
3.2 Financial Assets
3.2.1 Cash & Bank Balances 4.1
3.2.2 Receivables, Pre-paid Expenses, Other Advance Payments and Deposits 4.3
3.2.3 Staff Loan 4.3
3.2.4 Investments 4.4
3.2.5 Settlement Guarantee Fund Deposits 4.6
3.3 Financial Liabilities
3.3.1 Other Liabilities 4.10
3.3.2 Settlement Guarantee Fund Liabilities 4.6.1
3.4 Impairment of Financial Assets -
3.5 De-recognition of Financial Instruments -
3.6 Off-setting of Financial Instruments -
3.7 Fair Value measurement of Financial Instrument -
3.8, 3.9 Property, Plant and Equipment (PPE), Intangible Assets 4.8
3.11 Current Tax 4.5
3.12 Deferred Tax 4.7
3.15 Share Capital 4.12
3.16 Reserve & Surplus 4.13
3.22 Provisions, Contingent Assets & Liabilities 4.9
3.23 Operating Income 4.14
3.24 Other Income
3.25 Operating Expenses 4.15
3.26 Administrative Expenses 4.16
3.27 Human Resources Expenses 4.17
3.28 Subsequent Events -
- Finance Cost 4.18

3.1. Inventories
Inventories are valued at cost, being weighted average cost, or net realizable value whichever is lower as per
“NAS-2. Inventory” in the form of fuel stock for operating generator is only maintained. Other recurring inventory
having minor purchase value are expensed off as and when purchased.
FINANCIAL INSTRUMENTS
Financial instrument is a contract that gives rise to a financial asset of one entity and a financial liability or equity
instrument of another entity. Financial assets and financial liabilities are recognized when NCHL becomes a party
to the contract embodying the related financial instruments.
All financial assets and financial liabilities are initially measured at transaction cost, and where such values are
different from the fair value, at fair value. Transaction costs that are directly attributable to the acquisition or issue
of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through
income statement) are added to or deducted from the fair value measured on initial recognition of a financial
asset or financial liabilities. Transaction costs directly attributable to the acquisition of financial assets and
financial liabilities at fair value through income statement are immediately recognized in the income statement.
3.2. Financial Assets

All financial assets are recognized initially at fair value plus, in the case of financial assets not recorded at fair
value through Income Statement of Profit or Loss, transaction costs that are attributable to the acquisition of
the financial asset.
For subsequent measurement at each reporting date, financial assets are classified in three categories:
• Financial assets at fair value through Income Statement
• Financial assets at fair value through Other Comprehensive Income
• Financial assets at amortized cost.
NCHL currently holds only financial assets subsequently measured at amortized cost mainly comprising
receivables, Staff advances, cash and cash equivalents, term deposits with BFIs and investment on debentures
issued by BFIs.
3.2.1. Cash and Bank Balance

Cash & Bank Balances are short term and liquid placements in banks and financial institutions that are readily
available and which are subject to insignificant risk of changes in value.
3.2.2. Receivables, Pre-paid Expenses, Other Advance Payments and Deposits:
• Receivables from the Members (Direct and Indirect/Technical) relate to the due amount from regular
operations and the Interest Receivables are interest already earned from investments but not credited in the
bank. Trade and other receivables are initially measured at their carrying value which is approximate to their
fair value due to short term maturity and subsequently measured at amortized cost.

• Prepaid Expenses are initially recognized at fair value and subsequently carried at amortized cost. Their
carrying amount is considered as approximate fair value for instrument with short term maturity.
• Advance payment disbursed to the vendors as per the contractual obligations has been categorized under
‘Other Assets’ as Other Advances. Their carrying amount is considered as approximate fair value due to their
short-term maturity.
• Deposits are initially recognized at fair value and subsequently carried at amortized cost. Deposits include
refundable deposits; however, the tenure of deposit is neither fixed nor cancellable, hence fair value is
considered to be carrying amount.
3.2.3. Staff Loan
• NCHL provided Staff loan to employee as per NCHL Human Resource Plan and are measured at fair value,
which is calculated by discounting the future cash flows by using the Effective Interest Rate (EIR) which is the
weighted average fixed deposit interest rate of the investments of NCHL applicable at the issuance of the
loan and with respect to the maturities of such advances.
• The fair value loss which is the difference between the present value of cash flows and the actual transaction
amount is recognized as Deferred other benefits. Total fair value loss is divided into number of advance periods
and the current year portion is recognized as expense under Staff- Other Benefits whereas remaining expense
is deferred to remaining advance period and are recognized as expense in subsequent periods proportionately.
3.2.4. Investments
The investments of NCHL are related to the investments in Fixed Deposits & Debentures. These investments are
initially recognized and measured at their fair value. Subsequently, these Investment are measured at amortized
cost, as the business model of NCHL is to hold these financial assets till maturity to collect contractual cash flows
and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments
of interest on the investment and return of principal amount invested on the maturity of investment period.
The amortized cost is computed by using Effective Interest Rate (EIR), which is the same interest rate of each
investment. The Fixed Deposits & Debentures bear no transaction fee in between and the rates provided are also
the market rates. Hence, their carrying values are considered to be their amortized amount.
Investments are managed as per NCHL-Investment Policy (December 2015) and amended December 2019.
Extract of the prevailing Investment Policy is as follows:
1. Investment asset allocation
Assets Category Strategic Allocation Lower Limit Upper Limit
Fixed Deposits 40% 0% 90%
Debentures/Bonds 20% 0% 30%
Mutual Fund 20% 0% 30%
Cash Equivalents 20% 0% 100%
2. Investment counterparties include Government/ Nepal Rastra Bank (NRB), Banks & Financial Institutions,
Listed Companies and Mutual Funds. Following criteria are used for identifying eligible counterparties
other than for Government/ NRB.
i. Counterparty shall be in operations for at least three years. For mutual fund investment, it shall be the
years in operation for the issuer.
ii. Counterparty shall be in profit for at least last two years with positive net worth.

iii. For investments in banks and financial institutions, their capital adequacy ratio (CAR) shall be 1%
better than as prescribed by Nepal Rastra Bank and non-performing loan equal or less than 4%, both
for at least last one year.
iv. Investment allocation in banks and financial institutions shall be as follows.
Commercial Banks : 60-80%
Development Banks : 10-20%
Finance Companies : 10-20%
3. Single counterparty (other than Government/NRB) exposure shall not exceed 25% of the investible fund.
For the computation of counterparty exposure, investments in all asset categories shall be considered.
However, if the limit exceeds due to the market revaluation or cash movements, it shall be rebalanced in
the next review period or at the time of the maturity of the investment.
3.2.5. Settlement Guarantee Fund Deposits

1. Settlement Guarantee Fund (SGF) is established to guarantee the settlement between the participating
members in order to mitigate the possible settlement risks that may arise due to the deferred net settlement
arrangement for real time or immediate credit products. The main objective of establishing the SGF is to
utilize the fund as the last resort after having exhausted all available opportunities for the members that
are unable to settle its obligation for the transactions backed by SGF at the time of settlement.
2. A separate non-interest-bearing account at Nepal Rastra Bank (NRB) is maintained and operated by
NCHL, whereby the contribution to the fund is made by NCHL, other sources and contribution from the
participating members. The contribution from the transaction fees is 5% for the first 2 years and 2.5% for
next 3 years (net of corporate tax). NRB has approved the Operating Procedure for Settlement Guarantee
Fund on 21st Falgun 2076 and additional SGF Operating Process has been issued in 4th Jestha 2080 for
the member BFIs to make additional guarantee (bank guarantee) and cash contribution in SGF as per
the member bank’s business requirement. Such bank guarantee is allowed up to the 75% of the total
requirement, subject the availability of the total fund.
3.3. Financial Liabilities:

Financial liabilities of NCHL are initially recognized at fair value and subsequently measured and classified at
amortized cost.
3.3.1. Other Liabilities

Other Liabilities include Payables and Advance Incomes which are initially recognized at fair value and subsequently
carried at amortized cost. Their carrying amount is considered as approximate fair value due to their short-term maturity.
3.3.2. Settlement Guarantee Fund Liabilities

Settlement Guarantee Fund Liabilities represents the SGF contribution funded by Sakchyam Challenge Fund
through Grant project (during period 2076/01/18 to 2078/04/16). As per the terms of the project agreement, the
contribution from the project is subject to refund if the SGF is defunct. Hence, the contributed amount from the
grant project has been presented as a Liability in the Statement of Financial Position.
3.4. Impairment of Financial Assets

NCHL currently holds only financial assets subsequently measured at amortized cost. Impairment testing and
impairment calculation of financial assets have been done in accordance with Carve-Out issued by ICAN on NFRS
9 that is applicable until FY 2080/81. NCHL assesses at the end of each reporting date whether there is objective
evidence that a financial asset or a group of financial assets is impaired. If there is objective evidence that an
impairment loss on financial assets measured at amortized cost has been incurred, the amount of the loss is
measured as the difference between the asset's carrying amount and the present value of estimated future cash

flows (excluding future credit losses that have not been incurred) discounted at the financial asset's original
effective interest rate (i.e. the effective interest rate computed at initial recognition) amount of the asset shall
be reduced either directly or through use of an allowance account. The amount of the loss shall be recognized in
profit or loss. During the period, there were no any situations and indications regarding Impairment loss. Hence,
no impairment loss is recognized for any financial assets.
3.5. De-recognition of Financial Instruments

NCHL derecognizes a financial asset only when the contractual rights to the cash flows from the financial asset
expire, or it transfers the financial asset, and the transfer qualifies for de-recognition under NFRS 9. On de-
recognition of a financial asset in its entirety, the difference between the carrying amounts measured at the
date of derecognition and the consideration received is recognized in a statement of profit or loss. Similarly,
financial liability is derecognized when the obligation under the liability is discharged or cancelled or expires. The
difference in the respective carrying amounts is recognized in the statement of profit and loss. During the period,
there has not been any de-recognition of financial assets and/or financial liabilities.
3.6. Off-setting of Financial Instruments

Financial assets and financial liabilities are offset, and the net amount is reported in the statement of financial
position, if there is a currently enforceable legal right to offset the recognized amounts and there is an intention
to settle on a net basis, to realize the assets and settle the liabilities simultaneously.
3.7. Fair Value measurement of Financial Instrument

Fair value (NFRS-13) is the price that would be received to sell an asset or paid to transfer a liability in an orderly
transaction in the principal (or most advantageous) market at the measurement date under current market
conditions regardless of whether that price is directly observable or estimated using another valuation technique.
NCHL uses the fair value hierarchy with the highest priority to Level 1 inputs and the lower priority to Level 3
inputs.
PROPERTY, PLANT & EQUIPMENT, INTANGIBLE ASSETS AND WIP PROJECTS

3.8. Property, Plant and Equipment (PPE)
1. PPE is recognized as per “NAS 16 Property, Plant and Equipment”, when it is probable that future economic
benefits associated with the item will flow to the Company and the cost of the asset can be measured
reliably. PPE is stated at original cost, net of tax/duty credits availed, if any on the initial recognition.
NCHL follows cost model for the initial recognition of PPE and on subsequent measurement, accumulated
depreciation and any accumulated impairment losses are deducted. Cost comprises the purchase price and
any attributable costs of bringing the asset to its working condition for its intended use as estimated by
the management. Any trade discounts and rebates are deducted in arriving at the purchase price.
2. Subsequent expenditures relating to PPE is capitalized only when it is probable that future economic
benefits associated with these will flow to the Company and the cost can be measured reliably. All other
repairs and maintenance are charged to the Statement of Profit or Loss during the financial period in
which they are incurred.
3. An item of property, plant and equipment and any significant part initially recognized is de-recognized
upon disposal or when no future economic benefits are expected from its use or disposal. Any gain or loss
arising on de-recognition of the asset (calculated as the difference between the net disposal proceeds
and the carrying amount of the asset) is included in the income statement when the property, plant and
equipment is de-recognized. In case of disposal of assets during the year, depreciation is charged up to the
previous month of disposal and disposed amount accounted as per the written down value.
4. Tangible Assets are depreciated on Straight Line Method (SLM) on the basis of useful economic life of
the assets decided by the Board. Accordingly, assets are depreciated on the basis of completed month
applying the following rates based on approved class of assets. However, depreciation for the assets
procured during the fiscal year are applied on pro-rata basis from next month of the procurement of the
fixed assets.

Class of Assets Effective useful life Depreciation Rate
Tangible Assets:
Building 20 years 5%
Data Center Assets 5 years 20%
Office Equipment 5 years 20%
Vehicle 6.67 years 15%
Other Fixed Assets 6.67 years 15%
Depreciation is calculated as per the rate and procedures defined in Income Tax Act, 2058 (Amended) for
income tax purpose.
5. Asset value of NRs. 5,000 or less are expensed off in the same year of purchase during the fiscal year.
However, items like phones and labelling machines which are non-durable are expensed off during the
fiscal year.
6. The ongoing construction activities of the office space until the assets is brought into a useful condition
are also capitalized under the Project WIP.
3.9. Intangible Assets

1. Intangible Assets are recognized as per “NAS-38 Intangible Assets”, when it is probable that the future
economic benefits that are attributable to the asset will flow to the company and the cost of the asset
can be measured reliably. Intangible Assets are stated at original cost net of tax/duty credits availed, if
any, on the initial recognition. NCHL follows cost model for the initial recognition of intangible assets and
on subsequent measurement, accumulated amortization and cumulative impairment losses are deducted.
The cost includes directly attributable cost necessary to create, develop, produce and/or prepare the
intangible assets that are incurred in development phases. Directly attributable cost in generating such
intangible assets includes cost of materials and services used or consumed, benefits to the employee
involved in development (excluding specific benefits like bonus, retirement payments or similar), fees/
charges to register a legal rights or similar cost that could be directly attributed to the intangible asset.
2. Subsequent costs are included in the intangible asset’s carrying amount or recognized as a separate asset,
as appropriate, only when it is probable that future economic benefits associated with the item will flow to
the entity and the cost can be measured reliably.
3. Intangible Assets are amortized on Straight Line Method (SLM) on the basis of useful economic life of the
assets decided by the Board. Accordingly, assets are amortized on the basis of completed month applying
the following rates based on approved class of assets. However, amortization for the assets procured
during the fiscal year are applied on pro-rata basis from next month of the procurement of the fixed assets.
Class of Assets Effective useful life Depreciation Rate
Intangible Assets:
Software 5 years 20%
Amortization is calculated as per the rate and procedures defined in Income Tax Act, 2058 (Amended) for
income tax purpose.
4. NCHL has trademark for company logo "NCHL" and system logos of "ECC" and "connectIPS" which are
registered under Department of Industry. These carry intangible brand value but have not been accounted
and presented under financials.
3.9.1. Research and Development Expenditure

1. Revenue expenditure on research is expensed under respective heads of account in the period in which it
is incurred.

2. Development expenditure on new products is capitalized as intangible asset, if all the following conditions
are duly fulfilled:
i. The technical feasibility of completing the intangible asset so that it will be available for use or sale.
ii. The entity has intention to complete the intangible asset and use or sell it.
iii. The entity has ability to use or sell the intangible asset.
iv. The manner in which the probable future economic benefits will be generated including the existence
of a market for output of the intangible asset or intangible asset itself or if it is to be used internally,
the usefulness of intangible Assets.
v. The availability of adequate technical, financial and other resources to complete the development and
to use or sell the intangible asset; and
vi. The entity has ability to measure the expenditure attributable to the intangible asset during its
development reliably.
3. Development expenditure that does not meet the criteria listed above is expensed in the period in which it
is incurred.
4. The expenditures that are made during development and implementation of a Project/Intangible assets
but not commercially rolled out are identified as Project Work-in-Progress and are presented separately
under the Project WIP. They will be capitalized from the month they are brought into commercial use.
5. The connectIPS/ Retail Payment Switch (RPS), National Payments Interface (NPI), connectRTGS and
CORPORATEPAY systems and/or payment interfaces are developed internally at NCHL by the system
and product development team. Hence, they are classified as intangible assets with capitalization of the
employee cost incurred for the staff directly involved in development activities and directly attributable
costs for its development (e.g. outsourced development and third-party testing, etc.). Such capitalized
expense is kept under Project WIP, until they are brought into commercial use.
3.10. Impairment of Assets

An asset (Tangible and Intangible) is impaired when it’s carrying value exceeds its recoverable amount as per
“NAS 36 Impairment of Assets”. At the end of each reporting period, NCHL reviews the carrying value of all
assets recognized and assesses whether there is any indication that an asset may be impaired and/or whenever
events or changes in circumstances indicate that the carrying value of the asset may not be recovered. If any
such indication exists, NCHL makes an estimate of the recoverable amount of the asset. The carrying value of
the asset is reduced to its recoverable amount if the recoverable amount is less than it’s carrying amount with
associated impairment losses recognized in the statement of profit and loss. During the period, there were no
any situations and indications regarding impairment loss. Hence, no impairment loss is recognized for any of the
assets classified under PPE.
INCOME TAX
Tax expense is the aggregate amount included in the determination of profit or loss for the period in respect of
current and deferred taxes. Income tax is recognized as per “NAS 12 Income Taxes”.
3.11. Current Tax

1. Current Tax is measured as the amount expected to be paid to the Tax Authorities in accordance with the
provision of Income Tax Act, 2058. The Company offsets, on a year on year basis, the current tax Assets and
Liabilities, where it has a legally enforceable right and where it intends to settle such Assets and liabilities
on a net basis. It is measured using tax rates enacted, or substantively enacted, at the reporting date.
2. The company has provided for income tax provision considering inadmissible expenses as per Income Tax
Act, 2058 which is presented under ‘Provisions’ after adjusting Advance Income Tax of the current year in
the Statement of Financial Position. The Net Current Tax Assets is taken as Advance Income Tax for the
upcoming fiscal year.

3.12. Deferred Tax
1. Deferred Tax is recognized at the reporting date in respect of temporary differences between the carrying
amounts of assets or liabilities for financial reporting purposes and the corresponding amounts used for
taxation purposes (i.e. tax base).
2. Deferred tax assets are recognized for all deductible temporary differences, carried forward unused tax
credits and carried forward unused tax losses (if any), to the extent that it is probable that future taxable
profits will be available against which they can be claimed. Deferred tax liabilities are the amounts of
income taxes payable in future periods in respect of taxable temporary differences.
3. The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent
that it is no longer probable that the related tax benefit will be realized. Deferred tax assets and liabilities
are measured at the tax rates that are expected to be applied to temporary differences when they will be
reversed, using tax rates enacted, or substantively enacted, at the reporting date.
4. Deferred tax income or expense relating to items recognized directly in equity or items not classified in the
Statement of Profit or Loss is recognized in the Statement of Comprehensive Income.
EMPLOYEE BENEFITS
Short term employee benefits obligations like Statutory Staff Bonus are measured on an undiscounted basis and
are expensed as the related service and is computed as per Bonus Act, 2030, at 10% of the profit before staff bonus.
Similarly, Provident fund, Gratuity, Leave and Superannuation are the Post-employee benefit schemes as per the
NCHL Employee’s Service Rules and as per the prevailing Labor Act 2074 which are accounted as per the “NAS
19 Employee Benefits”. There are two types of post-employment benefits i.e. Defined Contribution Plans and
Defined Benefit Plans.
3.13. Defined Contribution Plans

A defined contribution plan is a post-employment benefit plan under which the entity pays fixed contributions
into a separate entity and has no legal or constructive obligation to pay further amounts if the fund does not
hold sufficient assets to pay all employee benefits relating to employee service in the current and prior periods.
Obligations for contributions to defined contribution plans are recognized as employee benefit expenses
in Statement of Profit or Loss in the period during which the related service is rendered by the employees.
Contribution to Employee Provident Fund in which employer and employee both contribute 10% of basic
salary to an Approved Retirement Fund and contribution to gratuity at the rate of 8.33% of basic salary as per
Labor Act 2074 are accounted as Defined Contribution Plans according to NAS 19. From the FY 2079/80, the
accumulated amount set aside and any upcoming amount as per gratuity of 8.33% of basic salary of all employees
are deposited in a Citizen Investment Trust (CIT) by opening individual accounts of the employees, to be disbursed
to the respective employee at the time of retirement.
3.14. Defined Benefit Plans

A defined benefit plan is a post-employment benefit plan other than a defined contribution plan. This plan includes
Superannuation and Leave facility. The defined benefit is calculated by an independent actuary using Projected
Unit Credit (PUC) method. The present value of the defined benefit obligation is determined by discounting the
estimated future cash outflows, using interest rates denominated in Nepalese Rupees with maturity terms of the
related liability. The present value of the defined benefit obligations depends on a number of factors that are
determined on an actuarial basis using a number of assumptions about discount rate, future salary increment
rate, mortality rates, etc. Due to the long-term nature of these plans, such estimates are subject to significant
uncertainty. All assumptions are reviewed at each reporting date by the actuary. Accordingly, the employee
benefit liability is based on the actuarial valuation as at end of reporting period. NCHL’s accounting policy for
Superannuation and Leave benefits is to recognize actuarial gains and losses in the period in which they occur in
full in the Statement of Other Comprehensive Income.
Interest is calculated by applying the discount rate to the defined benefit obligation. NCHL recognizes the
following changes in the defined benefit obligations to the Income Statement:
• Service costs comprising current service costs and past service costs
• Interest expenses

Any changes in the liabilities over the year due to changes in assumptions or experience within the scheme are
recognized in Statement of Other Comprehensive Income in the period in which they arise.
The Superannuation Benefit is provided as per NCHL Employee’s Service Rules based on number of years of service.
Eligibility requires at least three years of continuous service in NCHL from the date of confirmation of employment.
The provision for leave accumulation is provided for the accumulated paid leaves as per the NCHL Employee’s
Service Rules. Both the superannuation benefit and leave accumulation are measured through the third-party
actuary valuation. The eligible fund of superannuation benefit is deposited in Approved Retirement Fund (ARF).
LEASES
NCHL determines whether a contract is (or contains) a lease is based on the substance of the contract at the
inception of the lease. As per NFRS-16, NCHL does not have any arrangement related to Finance Lease and NCHL
is on the role of Lessee under Operating Lease. Assets taken on a lease are recognized as right-of-use (ROU)
Assets and a lease liability at the commencement date.
From FY 2079/80, NCHL has transitioned from NAS-17 to NFRS-16 for accounting of leases. All previously
classified operating leases are now recognized as right-of-use assets with corresponding lease liabilities.
NCHL applies depreciation requirements of NAS 16, Property, Plant and Equipment, in depreciating the right-
of-use asset and the lease term mentioned in the contract is taken as useful life for calculating the depreciation.
ROU assets are depreciated using straight-line method from the commencement date to end of the lease term.
The lease liability is initially measured at the present value of the lease payments that are not paid at that date
discounted using the NCHL’s incremental borrowing rate. Subsequently, lease liability is remeasured increasing
the carrying amount to reflect interest on lease liability, reducing the carrying amount to reflect the lease
payments made, and remeasuring the carrying amount to reflect any reassessment or lease modifications or to
reflect revised in-substance fixed lease payments.
NCHL transitioned into NFRS 16 in accordance with the modified retrospective approach, therefore previous
year comparative figures are not restated. Additionally, the definition of a lease under NAS 17 and its related
interpretation has been retained.
NCHL has applied incremental borrowing rate of 7.5% (rounded) based on the judgements and assumptions on
historical experience, internal and external data points. The incremental borrowing rate is based on the average
rate of Treasury bills issued by Government of Nepal.
SHARE CAPITAL AND RESERVES

Share capital and reserves are different classes of equity claims, which are claims on the residual interest in the
assets of the entity after deducting all its liabilities. Changes in equity during the reporting period comprise
income and expenses recognized in the statement of financial performance; plus, contributions from holders of
equity claims, minus distributions to holders of equity claims.
3.15. Share Capital

The Authorized share capital of NCHL is one billion rupees. Up to the end of reporting period, the Issued,
Subscribed and Paid-up capital are NPR. 783,375,800. The Share Capital in the company is recognized at the par
value of NPR. 100 per share. The holders of shares are entitled to one vote per share at the general meeting and
are entitled to receive the annual dividend payments, if any. The company does not have any other forms of share
capital other than ordinary shares.
3.16. Reserve & Surplus

There are different reserves as explained below.

3.16.1. Technology Enhancement Reserve
The company has set aside 20% of the Profit After Tax of the period for each fiscal year before dividend and
other reserves as Technology Enhancement Reserve. The objective of the reserve is to set out separate fund
for major enhancement/upgrade of the existing system(s) and/or for funding of new payment and settlement
system projects in future. A commitment has been made to utilize part or all of this reserve for the on-going
National Payment Switch (NPS) project. The reserve has not been ear-marked in the assets and has been invested
as per the prevailing NCHL Investment Policy.
3.16.2. Land & Building Reserve

The company sets aside 10 % of the Profit After Tax of the period for each fiscal year before dividend and General
Reserve & Surplus as Land & Building Reserve. The objective of this reserve is to set out separate fund for acquiring
NCHL’s own premise (Land & Building) in future. The reserve has not been ear-marked in the assets and has been
invested as per the prevailing NCHL Investment Policy.
3.16.3. Cyber Risk Reserve

The company has set aside 0.5% of the Profit After Tax of the period for each fiscal year before dividend, Land &
Building Reserve and General Reserve & Surplus as Cyber Risk Reserve. The objective of this reserve is to set out
separate fund to cover possible liability of cyber risks in payment systems operated by the company and has been
established as a contingent arrangement in the absence of cyber risk insurance from FY 2077/78. The reserve has
not been ear-marked in the assets and has been invested as per the prevailing NCHL Investment Policy.
3.16.4. Reserve for Actuarial Gain/(Loss)

The Reserve for Actuarial Gain/ (Loss) has been created due to the application of accounting policy for employee
benefits as per NAS 19 for the presentation of actuarial gain or loss resulting from the change in actuarial
assumptions used to value defined benefit obligations. Any change in this reserve is recognized through Statement
of Comprehensive Income and is not a distributable profit.
3.16.5. General Reserve & Surplus

Surplus profit after the appropriation of the specific reserves is transferred to General Reserve & Surplus.
The proposed dividend and bonus, if any, will be adjusted from General Reserve & Surplus in the next fiscal year
and as per the approval from the next Annual General Meeting.
3.17. Proposed Dividend/Bonus Shares

Presentation of Financial Statements under NAS 1, requires the dividend/bonus shares proposed after the reporting
period are authorized for issue, be disclosed in the Notes to the financial statement. Accordingly, NCHL has disclosed
the amount of proposed Dividend/Bonus Shares in Notes, subject to approval of the forthcoming AGM.
EARNINGS PER SHARE (EPS)

NCHL calculates Earnings Per Share (EPS) in accordance with “NAS 33 Earnings Per Share”, which has been shown
on the face of Income Statement.
3.18. Basic Earnings

This represents earnings for the period attributable to ordinary shareholders. As there was no preference dividend,
minority or extra ordinary items, the profit after tax for the year has been considered as fully attributable to the
ordinary shareholders.

3.19. Weighted average number of Ordinary Shares outstanding during the period
This represents the number of ordinary shares outstanding at the beginning of the year plus the number of shares
issued during the period multiplied by a time-weighting factor. The time-weighting factor is the numbers of days
the specific shares are outstanding as a proportion of the total number of days in the period.
3.20. Basic earnings per share

This has been calculated by dividing the basic earnings by the weighted average number of ordinary shares
outstanding for the period.
3.21. Diluted Earnings Per Share

No diluted EPS is required to be calculated for the period, as there was no scope for dilution during the period
under review.
3.22. Provisions, Contingent Assets & Liabilities

As per NAS-37, Provision is recognized when an entity has a present obligation as a result of past event; it is
probable that an outflow of resources will be required to settle the obligation, in respect of which a reliable
estimate can be made. Provisions are not discounted to its present value unless the effect of time value of money
is not affecting materially and are determined based on a best estimate required to settle the obligation at the
Reporting date. Provisions are reviewed at the end of reporting period and adjusted to reflect the current best
estimate. If it is no longer probable that an outflow of resources would be required to settle the obligation, the
provision is reversed. NCHL has made adequate provisions for total amount of NPR 72,000 regarding doubtful
recovery of receivables.
Similarly, contingent liability is a probable obligation that arises from past events whose existence will be
confirmed by occurrence or non-occurrence of uncertain future events not within the control of the Company
or a present obligation that is not recognized because outflow of resources is not likely or obligation cannot be
measured reliably. NCHL does not recognize contingent liability and contingent asset but discloses the existence
of contingent liability in the financial statements if any.
REVENUE RECOGNITION
Revenue recognition is applied as per NFRS-15 (Revenue from Contract with Customers) to the extent of its
significance on the basis of the nature of NCHL’s business. NCHL has recognized the Revenue from contracts with
customers when control of services is transferred to the customer at an amount that reflects the consideration
entitled in exchange for those services. Revenue is measured at the amount of consideration which NCHL expects
to be entitled in exchange for transferring distinct services to a customer as specified in the contract, excluding
amounts collected on behalf of third parties (for example taxes and duties collected on behalf of the Government
of Nepal).
3.23. Operating Income

1. NCHL derives revenue primarily from operating various payment systems in Nepal for member BFIs like
NCHL-ECC, NCHL-IPS and Retail Payment Switch/connectIPS and payment channels or interfaces like
National Payments Interface (NPI), connectIPS web, connectIPS mobile app, gateway, CORPORATEPAY,
connectRTGS, NEPALPAY QR. Revenue from such products and services are transaction (volume and
value) based and is accounted for all transactions routed during the reporting period. NEPALPAY QR is in
operation from FY 2079/80 but merchant discount rate (MDR) has not been made effective.
2. Other Annual charges, Network connectivity and membership/subscription fees (non-refundable) collected
from customers/members using NCHL’s product and services are recognized as income in the reporting
period under accrual basis.

3. A contract liability (Advance Income) is presented in the statement of financial position where a member
has paid an amount of consideration prior to NCHL performing by transferring the related service to the
customer. Similarly, where NCHL has performed by transferring a service to its member and the member has
not paid the related consideration up to the end of reporting period, a contract asset (member receivable) is
presented in the statement of financial position, depending on the nature of NCHL’s right to consideration.
Contract assets (receivables) has been accounted for in accordance with NFRS-9. Any impairment relating
to contracts with customers should be measured, presented and disclosed in accordance with NFRS 9,
however there were no any indicators of impairment at the end of reporting period.
4. While segregating the first billed amount between the current year’s Income and Advance Income on pro-
rata basis, the first day of the month is considered rather than the effective date. Such computation is
automated through NCHL-CRM & Billing System. The revenue of connectIPS e-Payment after revenue
sharing with the members includes 2.5% contribution towards SGF which is deposited in SGF account
maintained at NRB.
5. The transaction fees and annual membership/subscription fees in NCHL-ECC and NCHL-IPS are waived for
Nepal Rastra Bank (NRB) as per the renewal of the membership agreement, since 14th Bhadra, 2073 in lieu
of the settlement arrangements that is in place between NCHL and NRB for deferred settlement of all the
systems of NCHL. However, NRB is charged for annual software AMC, network connectivity and login id fee
that are related to the direct cost for NCHL.
6. National Payments Interface (NPI) and other integration systems/ services have been provided to
the member BFIs as facilitation to such members for digital payment ecosystem development. Hence,
subscription to such systems/services are provided for free to the members with all cost of their
development and operations have been absorbed by NCHL.
7. Membership on all the systems for specific Government and Semi-Government institutions (including
Government of Nepal, Employee Provident Fund, Social Security Fund, Citizen Investment Trust, Nepal
Stock Exchange Ltd. and similar institutions) have also been provided without any initial and annual fees &
charges. For the case of GON, the transaction fees in NCHL-IPS and connectIPS have also been subsidized
for specific cases with On-Us payout transactions through NPI being fully waived and the transaction fee
in the remaining payout transactions are fully absorbed by the respective GoN expense handling BFIs. The
GoN payment transactions including tax revenue collection for Inland Revenue Department are subsidized
and is set at NRs. 2 to 5.
8. connectRTGS integration component have been provide at no additional cost by NCHL to the member BFIs
who have subscribed for connectIPS Integration and connectIPS e-Payment systems. The annual support
fee for the connectRTGS integration component has been levied from 2nd year of go-live to the member
BFIs at uniform rate.
9. Retail Payment Switch as the Phase 1 of National Payment Switch (NPS) has also been provided to the
member BFIs and other Indirect/ Technical Members (including PSPs/ PSOs and Others) at no additional
cost by NCHL for those who have subscribed NPI. The entire cost of development, hosting and operations
of RPS including its instruments has been subsidized by NCHL, with segmental reporting of NPS presented
separately under notes 9.3.
3.24. Other Income

1. In case of other Income, revenue is recognized during the period in which the services are rendered.
2. Interest income on call account in BFIs and Investment in Fixed Deposit and Debentures is recognized on a
time proportion basis, considering the amount outstanding and at an effective interest rate, as applicable
which is the same interest rate of each investment.
3. Other miscellaneous income includes fees or other income collected towards specific process.

3.25. Operating Expenses
Expenses that are directly related to service delivery are classified as Operating Expenses. The expenses are
recognized on accrual basis.
3.26. Administrative Expenses

Administrative expenses include office administration/operation expenses and those expenses that are not
directly tied to a specific function and recognized on accrual basis.
3.27. Human Resources Expenses

Human Resources Expenses are the remuneration and benefits availed to staff as per NCHL Employee’s Service
Rules (July 2022), NCHL Human Resource Plan (July 2022) and prevailing Labor Act/Bylaw.
3.27.1. Remuneration and Benefits

Remuneration and Benefits for the employee are guided by NCHL Employee’s Service Rules and NCHL Human
Resource Plan.
3.27.2. Provident Fund

Provident Fund contributory scheme are accounted on monthly basis to the approved retirement fund equal to
10% of the basic salary of eligible employee. Such expenses are charged directly to the Statement of Profit or
Loss. This includes provisions as per the Labor Act 2074 and Labor Bylaw 2075. The provident fund is deposited
at Citizen Investment Trust (CIT) on monthly basis. Provident Fund is the defined contribution plan. Hence, the
company does not hold any future obligations once the contributions have been made.
3.27.3. Gratuity/ Superannuation Benefit and Leave

Gratuity Expenses are accounted for 8.33% of basic salary of all the employee. The scheme is a defined
contribution plan. Therefore, the company does not hold any future obligations once the contributions have been
paid. Whereas, expenses recognized for Superannuation Benefit and accumulated leave are due to the defined
benefit plans, where the future obligations of the company are not certain. The superannuation benefit and leave
expenses are accounted as per the actuarial valuation of the benefits.
3.27.4. Other Benefits

Other Benefits and facilities, including mobile expense reimbursement, fuel expense reimbursement, shift
allowance, holiday allowance, vehicle facility option (VFO), Leave Fare allowance, festive allowance and Performance
based variable incentive (PBVI), are recognized in the books of accounts as per NCHL Employee’s Service Rules,
NCHL Human Resource Plan and employment contract. Other Benefits also include the current period cost of
fair value loss computed for Staff Advances (loan to employee) using Effective Interest Rate (EIR) as weighted
average fixed deposit interest rate of NCHL applicable at the time of staff advance issuance. Remaining fair value
loss is deferred to be recognized as an expense in respective periods
3.28. Subsequent Events

Adjusting event are adjusted and non-adjusting events, if any, are disclosed in the financial as per the requirement
of “NAS 10 Events after the Reporting Period”. There are no any occurrences after the reporting date considered
as adjusting event requiring provisioning. Previous year's figures are regrouped or rearranged wherever necessary.

4. SCHEDULES OF EXPLANATORY INFORMATION TO FINANCIAL STATEMENTS
Following explanatory information relating to figures presented in the Statement of Financial Position and
Statement of Profit or Loss are presented in this section.
4.1. Cash & Bank Balances
Ashadh 31, 2080 Asadh 32, 2079

Particulars
(16 July 2023) (16 July 2022)
Cash & Bank Balances
Nepal Rastra Bank 5,000 5,000
Civil Bank Ltd. - 8,976
Global IME Bank Ltd. 107,686 8,479
Goodwill Finance Ltd. 496,864 164,647
Guheshwori Merchant Banking & Finance Ltd. 569,217 1,644,459
Himalayan Bank Ltd. 15,749 6,584
ICFC Finance Ltd. 415,836 1,103,973
Jyoti Bikas Bank Ltd. 423,974 312,757
Kumari Bank Ltd. 438,767 1,256,997
Laxmi Bank Ltd. - 108,107
Laxmi Sunrise Bank Ltd. 2,707,358 -
Machhapuchchhre Bank Ltd. 391,484 443,253
Mega Bank Nepal Ltd. - 6,478,493
Muktinath Bikas Bank Ltd. 9,485 327,610
Nabil Bank Ltd. 1,294,204 357,638
NCC Bank Ltd. - 15,565
Nepal Investment Mega Bank Ltd. 681,598 -
NIC Asia Bank Ltd. 11,777,758 1,649,719
NMB Bank Ltd. 162,206 1,035,331
Prabhu Bank Ltd. 1,429,809 964,864
Prime Commercial Bank Ltd. 394,218 901,150
Sanima Bank Ltd. 7,085,941 5,502,044
Shangrila Development Bank Ltd. 195,970 682,793
Siddhartha Bank Ltd. 61,855 319,378
Sunrise Bank Ltd. - 1,072,646
Total 28,664,981 24,370,462

4.2 Inventories
Ashadh 31, 2080 Asadh 32, 2079

Particulars
(16 July 2023) (16 July 2022)
Fuel Storage 58,072 86,608
Total 58,072 86,608
4.3 Other Assets
Ashadh 31, 2080 Asadh 32, 2079

Particulars
(16 July 2023) (16 July 2022)
Current Assets
Member Receivables (Direct and Indirect) 70,919,495 72,804,791
Less: Provision for Doubtful Debt (72,000) (50,000)
Net Receivables 70,847,495 72,754,791
Deferred Other Benefits 332,756 203,881
Interest Receivable 19,147,071 4,756,887
Prepaid Expenses 23,192,872 14,802,772
Deposits 1,574,587 1,574,587
Staff Advances 4,592,831 3,331,524
Other Advances 6,500 6,500
Total 119,694,112 97,430,942
4.4 Investments
Ashadh 31, 2080 Asadh 32, 2079

Particulars
(16 July 2023) (16 July 2022)
Investments measured at amortized cost
Opening Balance 1,248,604,000 842,104,000
Addition/disposal during the year 234,349,000 406,500,000
Net amortization changes during the year - -
Adjustment/transfer - -
Total 1,482,953,000 1,248,604,000
Non-Current Assets 607,953,000 1,061,604,000
Current Assets 875,000,000 187,000,000
4.4.1 Investment Concentration as per Investment Policy

Concentration exposure towards counterparties and maturity profile is as follows:
Cash Short Term Long Term

Cash & Bank
Particulars Equivalents Investment Investment Total %
Balances
(< =3 Mths) (3-12 Mths) (> 12 Mths)
Nepal Rastra Bank 5,000 - - - 5,000 0%

Commercial Banks 26,548,635 116,300,000 545,000,000 447,953,000 1,135,801,635 62%
Development Banks 629,429 45,000,000 148,500,000 - 194,129,429 19%
Finance Companies 1,481,917 23,700,000 156,500,000 - 181,681,917 19%
Total 28,664,981 185,000,000 850,000,000 447,953,000 1,511,617,981 100%

4.4.2 Details of Investments
Ashadh 31, 2080 Asadh 32, 2079

Particulars
(16 July 2023) (16 July 2022)
Details of Investments in Debentures 161,953,000 61,604,000
Debenture-Agriculture Development Bank Ltd. 6,275,000 6,275,000
Debenture-Everest Bank Ltd. 31,320,000 -
Debenture-Global IME Bank Ltd. 70,381,000 8,974,000
Debenture-Nepal Investment Bank Ltd. 19,316,000 19,316,000
Debenture-NIC Asia Bank Ltd. 10,000,000 10,000,000
Debenture-Rastriya Banijya Bank Ltd. 7,285,000 7,285,000
Debenture-Siddhartha Bank Ltd. 9,754,000 9,754,000
Debenture-Standard Chartered Bank Nepal Ltd. 7,622,000 -
Details of Investments in Fixed Deposits 1,321,000,000 1,187,000,000
FD - Central Finance Ltd. - 4,000,000
FD - Citizens Bank International Ltd 88,000,000 37,000,000
FD - Goodwill Finance Ltd. 62,000,000 47,000,000
FD - Guheshwori Merchant Banking Finance Ltd. 71,500,000 99,000,000
FD - Garima Bikash Bank Ltd 17,500,000 33,000,000
FD - ICFC Finance Ltd. 46,700,000 87,000,000
FD - Jyoti Bikash Bank Ltd. 53,000,000 41,000,000
FD - Kamana Sewa Bikas Bank Ltd. 27,000,000 -
FD - Kumari Bank Ltd. 50,000,000 70,000,000
FD - Laxmi Bank Ltd. 81,300,000 7,500,000
FD - Lumbini Bikas Bank Ltd. 43,000,000 13,000,000
FD - Machhapuchchhre Bank Ltd. 50,000,000 40,000,000
FD - Nabil Bank Ltd. 99,000,000 40,000,000
FD - NIC Asia Bank Ltd. 107,000,000 63,000,000
FD - NMB Bank Ltd. 42,000,000 60,000,000
FD - Sanima Bank Ltd. 106,000,000 110,000,000
FD - Shangri-la Development Bank Ltd. 23,000,000 86,000,000
FD - Shine Resunga Development Bank Ltd. 30,000,000 20,000,000
FD - Sunrise Bank Ltd. 91,000,000 68,000,000
FD - Prime Commercial Bank Ltd. 17,000,000 48,000,000
FD - Nepal Investment Mega Bank Ltd. 130,000,000 -
FD - Rastriya Banijya Bank Ltd. 41,000,000 -
FD - Everest Bank Ltd. 25,000,000 -
FD - Global IME Bank Ltd. 20,000,000 -
FD - Mega Bank Nepal Ltd. - 93,000,000
FD - Muktinath Bikas Bank Ltd. - 50,000,000
FD - Prabhu Bank Ltd. - 70,500,000
Total 1,482,953,000 1,248,604,000
4.5 Current Tax Assets
Ashadh 31, 2080 Asadh 32, 2079

Particulars
(16 July 2023) (16 July 2022)
Advance Income Tax 134,547,575 119,457,425
Provision for Income Tax (128,801,958) (119,268,575)
Current Tax Assets/(Liabilities) 5,745,617 188,849

4.6 Settlement Guarantee Fund Deposits
Ashadh 31, 2080 Asadh 32, 2079

Particulars
(16 July 2023) (16 July 2022)
Settlement Guarantee Fund Deposits (NCHL) 154,518,183 148,717,955
Settlement Guarantee Fund Account
Opening Balance 1,148,717,955 753,576,349
Add: Contribution during the period (NCHL) 5,800,228 5,141,606
Add: Contribution during the period (Members) 2,550,000,000 710,000,000
Less: Deduction during the period (Members) (1,330,000,000) (320,000,000)
Closing Balance 2,374,518,183 1,148,717,955
Less: Settlement Guarantee Fund Liability (NCHL) (154,518,183) (148,717,955)
Less: Settlement Guarantee Fund Liability (Members) (2,220,000,000) (1,000,000,000)
Total 154,518,183 148,717,955
4.6.1 Settlement Guarantee Fund Liabilities
Ashadh 31, 2080 Asadh 32, 2079

Particulars
(16 July 2023) (16 July 2022)
Settlement Guarantee Fund - Grant SCF 60,000,000 60,000,000
Total 60,000,000 60,000,000
4.7 Deferred Tax
Ashadh 31, 2080 Asadh 32, 2079

Particulars
(16 July 2023) (16 July 2022)
Deferred Tax Assets 8,517,823 4,290,651
Deferred Tax Assets/(Liabilities) 8,517,823 4,290,651
4.7.1 Details of Deferred Tax
Deferred
Accounting Temporary
Particulars Tax Base Tax Assets/
Base Difference
(Liabilities)
Deferred Tax through SOPL items

Fixed Assets 121,180,747 122,531,881 (1,351,134) 337,784
Right to Use Assets 43,383,751 - 43,383,751 (10,845,938)
Provision for Superannuation Benefits 16,180,716 - 16,180,716 4,045,179
Provision for Leave 8,922,114 - 8,922,114 2,230,529
Lease Liability 49,276,312 - 49,276,312 12,319,078
Closing Deferred Tax Assets/(Liabilities) 8,086,632
Opening Deferred Tax Assets/(Liabilities) 3,321,255
Deferred Tax expense/(income) through Statement of Profit or Loss (4,765,376)
Deferred Tax through SOCI items
Actuarial Gain/(Loss) 2,152,816 - 2,152,816 538,204
Opening Deferred Tax Assets/(Liabilities) 969,396
Closing Deferred Tax Assets/(Liabilities) 431,192
Deferred Tax expense/(income) through Statement of Other Comprehensive Income (4,227,172)
Total Deferred Tax Assets/(Liabilities) for this year 8,517,823

98
4.8 Property, Plant & Equipment, Intangible Assets and Project WIP
Data Centre Office Other Fixed Total Tangible Intangible Right to Use
Particulars Vehicle Total Assets WIP Project
Assets Equipment Assets Assets Assets Asset
Cost Price
Opening Balance 168,852,839 34,381,698 8,067,426 50,912 211,352,875 145,172,651 - 356,525,526 10,662,924
Annual Report 2079/80

Addition during the Period 11,469,684 18,106,912 - - 29,576,596 13,419,515 50,920,458 93,916,568 107,603,950
Deletion during the Period
(6,632) - - (6,632) - (6,632) -
/ Early Period
Total 180,322,523 52,481,978 8,067,426 50,912 240,922,839 158,592,165 50,920,458 450,435,462 118,266,874
Accumulated Depreciation
Opening Balance 107,971,606 12,951,454 5,629,831 47,607 126,600,498 105,091,264 - 231,691,762 -
For the Period 22,682,612 5,990,178 943,408 2,480 29,618,678 17,023,818 7,536,707 54,179,202 -
Deletion during the Period - - - - - - - - -

Total Accumulated
130,654,218 18,941,632 6,573,239 50,087 156,219,176 122,115,082 7,536,707 285,870,964 -
Depreciation
WDV as on 31 Asadh 2080 49,668,305 33,540,346 1,494,187 825 84,703,663 36,477,084 43,383,751 164,564,498 118,266,874
WDV as on 32 Asadh 2079 60,881,233 21,430,243 2,437,595 3,305 84,752,377 40,081,387 - 124,833,764 10,662,924
4.9 Provisions
Ashadh 31, 2080 Asadh 32, 2079

Particulars
(16 July 2023) (16 July 2022)
Non-Current Liabilities
Provision for Superannuation Benefits 16,180,716 14,907,136
Less: Superannuation Investment Fund (8,525,771) (8,045,631)
7,654,945 6,861,505
Provision for Leave Accumulation 8,922,114 6,719,999
16,577,059 13,581,504
Current Liabilities
Provision for gratuity 21,844 6,484,039
Less: Gratuity Investment Fund (21,844) (6,484,039)
- -
Provision for Staff Bonus 55,648,024 52,343,853
55,648,024 52,343,853
Total 72,225,083 65,925,357
4.10 Other Liabilities
Ashadh 31, 2080 Asadh 32, 2079

Particulars
(16 July 2023) (16 July 2022)
Accounts Payable 20,733,395 15,678,923
TDS Payable 2,557,538 2,218,848
Sundry Creditors 19,702,304 16,610,374
Advance Incomes 48,430,676 52,557,461
Total 91,423,913 87,065,606
4.10.1 Details of the Advance Incomes
Ashadh 31, 2080 Asadh 32, 2079

Particulars
(16 July 2023) (16 July 2022)
Login Id Fee 22,420,500 23,993,594
Network and Connectivity Management 3,947,330 4,284,864
Membership Renewal Fee 3,604,167 4,190,104
Software AMC Fee 4,830,938 5,812,708
NCHL-IPS/NPI Subscription Fee 11,298,575 11,336,519
connectRTGS Annual Fee 2,329,167 2,936,712
NCHL-IPS/connectIPS Creditor Listing - 2,959
Total 48,430,676 52,557,461

4.11 Lease Liability
Ashadh 31, 2080 Asadh 32, 2079
Particulars
(16 July 2023) (16 July 2022)
Non-Current Liabilities 36,908,667 -
Current Liabilities 12,367,645 -
Total 49,276,312 -
4.12 Share Capital

Ashadh 31, 2080 Asadh 32, 2079
Particulars
(16 July 2023) (16 July 2022)
Authorized Capital
10,000,000 Ordinary Shares of NRs. 100/- each 1,000,000,000 1,000,000,000
Issued Capital
7,833,758 Ordinary Shares of NRs. 100/- each 783,375,800 567,663,600
Subscribed Capital
7,833,758Ordinary Shares of NRs. 100/- each 783,375,800 567,663,600
Paid up Capital
7,833,758 Ordinary Shares of NRs. 100/- each 783,375,800 567,663,600
Less: Calls in Arrears - -
Deposit for Share - -
Bonus Share - -
Total 783,375,800 567,663,600
4.13 Reserve & Surplus

Ashadh 31, 2080 Asadh 32, 2079
Particulars
(16 July 2023) (16 July 2022)
Technology Enhancement Reserve 359,286,998 283,927,872
Opening Balance 283,927,872 213,003,167
Transfer during the Period 75,359,127 70,924,704
Land & Building Reserve 4,929,413 3,045,435
Opening Balance 3,045,435 1,272,317
Cyber Risk Reserve 159,022,805 121,343,242
Opening Balance 121,343,242 85,880,890
Reserve for Actuary Gain/(Loss) (1,293,577) (2,908,189)
Opening Balance (2,908,189) 359,855
Transfer during the Period 1,614,612 (3,268,043)
General Reserve & Surplus 504,736,412 473,123,231
Opening Balance 473,123,231 391,200,094
Less: Bonus Share Capital (215,712,200 (156,313,200)
Less: Cash Dividend (11,353,274) (8,227,011)
Less: Lease Expenses (Adjustment as per NFRS 16) (3,194,310) -
Total 1,026,682,052 878,531,591

4.14 Operating Income
Ashadh 31, 2080 Asadh 32, 2079

Particulars
(16 July 2023) (16 July 2022)
ECC Transaction Fees - NPR 119,646,415 140,288,735
ECC Transaction Fees - USD 369,135 209,610
ECC Transaction Fees - EUR 37,965 14,940
ECC Transaction Fees - GBP 43,605 25,755
ECC Transaction Fees - Express 218,721,900 203,109,400
ECC Transaction Fees - Archive 3,345,585 2,407,200
ECC Transaction Fees - High Value 25,500 26,300
ECC Other Fees & Charges 18,329,601 25,645,967
IPS Transaction Fees - NPR 73,833,405 64,878,355
IPS Transaction Fees - USD 44,970 30,070
IPS Transaction Fees - EUR 250 11,445
IPS Transaction Fees - GBP 430 510
IPS Other Fees & Charges 118,270 66,147
connectIPS/RPS Income 309,345,471 274,218,993
Less: Revenue Sharing (154,672,737) (137,109,498)
Net connectIPS/RPS Income 154,672,734 137,109,495
connectRTGS Annual Fee 4,757,546 4,383,973
Membership Fee - 75,000
Membership Renewal Fee 7,429,688 7,781,250
Software AMC Fee 9,498,021 10,022,813
NCHL IPS/NPI Subscription Fee 25,869,194 23,226,215
NCHL-IPS/connectIPS Creditor Listing 2,959 357,644
Login ID Fee 35,256,094 33,728,727
Network Connectivity & Management Fee 9,130,847 8,219,996
Total 681,134,113 661,619,546
4.15 Operating Expenses
Ashadh 31, 2080 Asadh 32, 2079

Particulars
(16 July 2023) (16 July 2022)
AMC for ECC Software - NCHL 10,125,264 8,658,719
AMC for ECC Software - BFIs 38,184,536 34,634,877
AMC for IPS Software 4,923,982 4,593,294
AMC for Oracle 10,068,190 9,621,838
AMC & Renewal - Network/Firewall 2,124,099 2,384,074
Network & Data Connectivity Charges 5,302,804 5,207,653
AMC Expenses - Hardware 4,866,795 3,653,962
AMC Expenses - Internal S/w & H/w 3,346,251 2,003,364
Direct Expenses (SMS & Bulk Email) 9,723,384 10,314,911
DR/DC Expenses 3,883,577 3,023,374
Member Training/Orientation Expenses 1,307,873 285,535
Direct Expenses 1,677,954 514,440
Total 95,534,709 84,896,041
Note: AMC for ECC Software, IPS Software and Oracle Software are payable in US Dollar to the software vendor corresponding to which reverse
charging of VAT and TDS are grossed up.

4.16 Administrative Expenses
Ashadh 31, 2080 Asadh 32, 2079

Particulars
(16 July 2023) (16 July 2022)
Advertisement & Public Notice 496,458 471,432
AGM Expenses 637,712 563,305
Audit Expenses (Internal/External/ISO/VAPT/Actuarial) 894,612 1,200,436
Bank Commission 63,952 42,203
Books and Subscription Expenses 27,200 27,850
Business Promotion Expenses 20,761,983 30,459,627
Common Area & Parking Expenses 1,487,126 1,246,583
Consultancy Fee 62,150 173,450
Courier Expenses 64,102 87,421
Doubtful Debt 62,000 50,000
Electricity Expenses 1,998,054 1,649,590
Fine & Penalties - 305,961
Fuel Expenses 519,669 391,463
Insurance Expenses 3,251,637 1,480,685
Legal Fee 395,095 144,440
Local Conveyance 45,870 7,806
Meeting Allowance & Expenses 1,499,195 1,317,540
Office Expenses 1,573,220 1,286,211
Other Expenses 512,178 616,712
Support Staff Expenses 5,555,317 3,117,273
Printing & Stationery 256,417 230,014
Registration & Renewal 87,350 86,900
Rent - Office Space - 5,596,367
Repair & Maintenance 443,159 385,828
Telephone Expenses 495,882 606,454
Travelling Expenses 478,694 123,304
Website Development / Hosting Expenses 1,317 72,888
Total 41,670,349 51,741,743
4.16.1 Lease Expenses
Lease Rental Lease End Date Inflationary Cancellation

Lease Category
Expenses (in B.S.) Incremental Rate Notice Period
Rent – Kamaladi Complex (Block I) 1,331,433 2087/08/30 5% p.a 180 days
Rent – Kamaladi Complex (Block II) 2,047,777 2089/02/32 5% p.a 180 days
Rent – DD Plaza (1st Floor) 1,793,511 2084/06/16 8% 90days
Rent – DD Plaza (2nd Floor) 1,760,721 2084/06/16 8% 90 days
Rent – DD Plaza (3rdFloor) 1,804,272 22084/06/16 8% 90 days
Total 8,737,714

4.17 Human Resources Expenses
Ashadh 31, 2080 Asadh 32, 2079
Particulars
(16 July 2023) (16 July 2022)
Staff - Salary & Allowance Expenses 73,521,473 49,841,184
Staff - Provident Fund Contribution 4,871,204 3,331,805
Staff - Performance Based Variable Incentives 2,737,235 2,300,729
Staff - Tech Allowance 2,643,642 -
Staff - Dashain Allowance 3,310,512 2,326,335
Staff - Gratuity/Superannuation Benefit 7,195,483 5,150,034
Staff - Leave 1,500,480 2,482,851
Staff - Leave Fare Allowance 1,437,232 1,061,975
Staff - Other Benefits 10,571,594 6,867,412
Staff - Training Expenses 752,222 283,682
Staff - HR activity 883,626 696,614
Less: Capitalization - Product Development (33,726,976) (13,362,546)
Total 75,697,727 60,980,075
4.18 Finance Cost (Actuarial and Lease Liability)

Ashadh 31, 2080 Asadh 32, 2079
Particulars
(16 July 2023) (16 July 2022)
Finance Cost-Lease 3,899,260 -
Finance Cost-Superannuation 1,335,023 -
Finance Cost-Leave 571,899 -
Total 5,806,182 -

5. DISCLOSURE AND ADDITIONAL INFORMATION
5.1. Related Party Disclosure
Following are the related party transactions.
5.1.1. Transaction with entity with significant influence (having more than 5% equity)
1. The company has operated current account with Nepal Rastra Bank (having 10% of equity) which was
opened for the purpose of settlement of fees and charges. NCHL Settlement Guarantee Fund (SGF)
account is also held at Nepal Rastra Bank. NCHL SGF account and current account balance at Nepal Rastra
Bank as of the end of Ashadh 2080 are NRs. 2,374,518,183 and NRs. 5,000 respectively.
2. The company has current account with Siddhartha Bank Ltd. (having 12.28% of equity) which was opened
for NCHL’s normal business operations. The current account balance as of the end of Ashadh 2080 is
NRs. 61,855. The company has debenture amounting NRs. 9,754,000 in the bank. The debenture matures
on 26th Asoj 2084 (12th October 2027).
3. The company has current account with Global IME Bank Ltd. (having 7.15% of equity), which was opened
for NCHL’s normal business operations. The current account balance as of the end of Ashadh 2080 is
NRs. 107,686. The company has following debentures as on Ashad end 2080 in the bank.
S. No. Debenture-Amount Maturity Date
1. NPR 8,974,000 10th April, 2024 (2080 Chaitra 28)
2. NPR 47,026,000 30th August, 2029 (2084 Bhadra 14)
3. NPR 14,381,000 24th February, 2028 (2084 Falgun 12)
NPR 70,381,000
5.1.2. Transaction with the banks represented on the Board

1. No transaction was entered with the banks represented on NCHL’s Board except for fee and charges
related to the normal business.
2. However, the investment in the form of fixed deposit and debenture in the banks having representation on
the current Board (i.e. Siddhartha Bank Ltd.) were made prior to their representation in the Board.
5.1.3. Transaction with Board Members and Key Employee

1. Following are the members of the Board of Directors as on 31st Ashadh 2080:
1) Mr. Dayaram Sharma Pangeni, Chairman - Nepal Rastra Bank
2) Mr. Ujjal Rajbhandary, Director - Himalayan Bank Ltd.
3) Mr. Mahesh Sharma Dhakal, Director – Nepal Investment Mega Bank Ltd.
4) Mr. Srijan Krishna Malla, Director - Siddhartha Bank Ltd.
5) Mr. Til Bahadur Gurung, Director – Muktinath Bikas Bank Ltd.
6) Mr. Samaj Prakash Shrestha, Director - Reliance Finance Ltd.
7) Mr. Jagadish Dahal - Independent Director
2. The members of Board, Audit Committee, HR Committee and NPS High Level Committee are provided
NRs. 7,500 as the meeting allowance per sitting. During the fiscal year, the company incurred total meeting
allowances of NRs. 1,237,500. The details of the Meeting allowances are given below:
S.No. Meeting Meeting Allowance
1. Board Meeting 7,35,000
2. Audit Committee Meeting 97,500
3. HR Committee Meeting 172,500
4. NPS High Level Committee Meeting 210,000
5. Merger and Acquisition Committee 22,500
Total 1,237,500

3. The Chief Executive Officer during the fiscal year has been paid NRs. 7,140,000 as salary and allowances,
NRs. 1,220,150 as other benefits including provident fund contribution, leave fare allowance and festive
allowance. Staff bonus has been paid as per the law. He was also provided with office vehicle with a driver,
total reimbursement of fuel expenses of NRs. 316,235 and mobile expenses of NRs. 16,507 during the
fiscal year.
4. There were no transactions with the employees except as allowed by the NCHL Employee’s Service Rules
and NCHL Human Resource Plan.
5.2. Management Committee and Staff Welfare Committee

1. Following are the members of Management Committee as on 31st Ashadh 2080:
1) Mr. Neelesh Man Singh Pradhan, Chief Executive Officer
2) Mrs. Munni Rajbhandari, Chief Operating Officer
3) Mr. Dilliman Singh Shakya, Chief Technology Officer
4) Mr. Bikash Saran, Chief Product Development Officer
5) Mr. Vivek Giri, Chief Business Officer
6) Mr. Chhabi Sapkota, Head - Payment Systems
7) Mrs. Prajana Kayastha, Head - Risk & Compliance
8) Mr. Kshitiz Adhikari, Head - Account & Finance
2. A Staff Welfare Committee was constituted in FY 2071/72 (2014/15) as per the Clause No. 47 of NCHL
Employee Service Rules by the Management and is active during the current fiscal year that has the
responsibility to improve working environment, handle grievances, address employee’s health & safety,
utilization & operation of staff welfare fund and to coordinate various HR related activities & functions.
The Committee comprises of the following members:
1) Mrs. Munni Rajbhandari, Chief Operating Officer, Chairman
2) Mr. Kshitiz Adhikari, Head - Account & Finance, Member Secretary
3) Ms. Swosti Ranabhat, Helpdesk Support In-charge, Member
5.3. National Payment Switch (NPS) Project

NCHL has prepared a separate reporting schedule of the National Payment Switch (NPS) project based on the
project’s utilization of the company’s resources and reserves. The schedule includes income generated through
NEPALPAY QR, NEPALPAY Instant, NEPALPAY Request, Biller Gateway and directly engaged or used resources
as expenses. The common resources which are shared and cannot be allocated to specific product are allocated
based on the ratio of NCHL settlement systems (ECC, IPS and connectIPS/ RPS) and the number of transactions
in Retail Payment Switch (RPS) through National Payments Interface (NPI) channel.
NPS Reporting - P&L Statement

Particulars Total NPS Project
Direct Income 681,134,113 2,309,755
Less: Direct Expenses 95,534,709 4,472,200
Gross Profit 585,599,404 (2,162,446)
Indirect Income 148,234,295 -
Less: Indirect Expenses 41,670,349 11,143,238
Less: HR Expenses 74,855,957 33,726,976
Less: Finance Cost (Lease+ Superannuation+ Leave) 6,680,919 1,202,566
Operating Profit 610,626,473 (48,235,225)
Less: Depreciation/Amortization 54,800,129 8,394,270
Less: Staff Bonus Provision 55,582,634 -
Product PBIT 500,243,709 (56,629,495)

NPS Reporting - Financial Position
Particulars Total NPS Project
Assets
Fixed Assets & WIP Projects 285,829,419 82,456,682
Cash & Bank Balance (with FDs) 1,511,617,981 -
Settlement Guarantee Fund Deposits 154,518,183 154,518,183
Other Assets 137,121,551 -
Total 2,089,087,134 236,974,865
Liabilities
Total Liabilities 273,317,550 60,000,000
Total Liabilities 273,317,550 60,000,000
Net Worth 1,815,769,584 176,974,865
Accumulated Reserve - (56,629,495)
Total Investment 1,815,769,584 233,604,360
The project reporting is not required to be applied through NFRS 8 Operating Segments and the schedule does
not comply with the scope of the NFRS’s segmental reporting guidelines.
5.4. Risk Management and Controls

NCHL's Board has laid down Risk Management Framework policy based on the Principles for Financial Market
Infrastructures (recommended by Committee on Payment & Settlement Systems - CPSS) and ISO 27001
standards for effective risk management of the company. The risks identified as per the provisions are monitored
and controls implemented by the Management. The risks with their quantified likelihood and impact are recorded
by the function heads in a detailed Risk Register, which is periodically assessed by the Management, reviewed by
the Audit Committee and necessary considerations made by the Board.
The key risk areas for NCHL are as follows:
5.4.1. Operational Risk

1. Operational risk concerns the risk of potential loss or service delay due to inadequate internal controls,
human errors and external events to NCHL, which may be either general in nature or specifically related
to Information Security. The company's infrastructures and resources are safeguarded from possible
casualties with adequate insurance coverage. Any incident having potential impact to the operations is
recorded and casualty analysis is done to ensure identification as well as implementation of preventive
controls. Any potential risks arising from the participants of the payments and settlement systems
operated by NCHL are also identified and are appropriately managed by NCHL or at least informed to the
concerned entities.
2. ISO 27001 standard relates to Information Security Management System which is implemented by NCHL
to safeguard from information security risks, concerning confidentiality, integrity and availability of
information. NCHL has obtained ISO 27001:2013 certification in the fiscal year 2071/72 and an annual
surveillance audit is carried out by the ISO 27001 certified auditor every year with requirement of re-
certification every three years.
3. connectIPS e-Payment, connectIPS Integration components, National Payments Interface (NPI)
connectRTGS, CORPORATEPAY and NEPALPAY QR are in-house developed by NCHL, which may carry
additional software development related risks. Hence, vulnerability assessment and penetration testing
(VAPT) are regularly performed from 3rd party service providers for major developments and/or changes
thereon as a part of the information security (IS) assessments.

5.4.2. Disaster Recovery and Business Continuity Plan
1. NCHL has set up a fully functional primary Disaster Recovery Site, which is equipped with redundancy,
load balancing and high availability of critical systems in order to mitigate the risk of data center failure.
Secondary backup site is built in different seismic zone to maintain cold backup.
2. Periodic disaster recovery drills are conducted to test the readiness of the primary DR site.
3. Continuity of Business (COB) site is also set up at NCHL’s premise to provide system access to the members
in case they have a technical failure at their bank/branch. An alternate arrangement for accessing NCHL's
COB site through internet is also available for the members outside Kathmandu valley.
5.4.3. General Business Risk

1. General business risk refers to any potential impairment of NCHL’s financial position due to declining
revenue or increment in expenses. Such impairment may occur as a result of poor execution of business
strategy, Government or regulatory policy changes, ineffective response to competition, losses in other
business lines, etc.
2. NCHL maintains its business projections by analyzing past trend and future prospect of the market.
Accordingly, it has developed long term strategy and plans for sustainability of its business. It also assesses
interest rate volatility of the investments and transaction specific foreign exchange risk.
3. Business risk on NCHL-ECC and NCHL-IPS is relatively low but due to the overlapping business line of
Retail Payment Switch/ connectIPS with other PSPs/PSOs licensed by NRB, there are possibilities of high
business risk. Also, cannibalization of NCHL-IPS transactions towards retail payment systems is also seen
as one of the reasons for limited growth in NCHL-IPS transactions. Pressure on pricing on various systems
of NCHL still exist, in spite of it being the lowest amongst other providers. It is one of the major business
risks for its sustainability in long run.
4. NCHL has been taking a policy to establish multiple payment systems by reinvesting into national payment
infrastructures with the revenue or cash flow generated from already implemented systems and in
anticipation of business growth of the existing systems. With the transaction fee being the main source of
revenue for NCHL and due to recent downward revision, any further revision may largely increase the risk
for NCHL, causing inability to upgrade infrastructure, risk management and to support other new payment
systems.
5. NCHL has obtained an approval from NRB to establish and operate National Payment Switch (NPS),
corresponding to which the Phase 1 related to RPS is already in operations. NPS is expected to be one of
the major projects and the system for NCHL, requiring sizable investments from its reserves. The project
is currently under implementation for Phase 2. Possibility of not being able to realize cost benefit from the
NPS project, whatsoever the reason may be, it may heavily increase NCHL’s business and financial risk. So,
NPS project is being executed closely with NRB, BFIs and other stakeholders to ensure that not only its
objectives are met but is business justified and self-sustaining also.
6. Under the current changing dynamics of the market, there is always a business or market risk for NCHL. As
NCHL venture towards a more cashless society, services like the existing payment systems, channels and
instruments under retail, institution and government sectors will be the major revenue generators. More
innovation and R&D for new products, will be made so as to maintain its competitiveness. Value addition on
the existing products will be carried out so as to maintain its leadership in the market. As per our existing
risk management framework, NCHL evaluates its Strategic, Compliance, Financial, Operational risks so as
to maintain its effectiveness in delivery.

5.4.4. Liquidity and Settlement Risk
1. Liquidity risk concerns the risk that member BFIs will not be able to fulfill their financial obligations on
the settlement time/date of NCHL-ECC, NCHL-IPS and Retail Payment Switch systems, which in turn, can
create systemic problems on the systems that NCHL operates. In order to manage this risk, the settlement
accounts of the member BFIs maintained at NRB is used for final settlements. And the members are
provided with facility to monitor their settlement positions in the system.
2. As a last resort to cover the liquidity and settlement risk in NCHL-ECC and NCHL-IPS systems, there are
provisions of transaction unwinding before the settlement, in which certain transactions are cancelled
equal to the amount of the settlement shortfall for a particular member. The finality of payments in NCHL-
ECC and NCHL-IPS are defined after the settlement.
3. For Retail Payment Switch (RPS) is a real time retail payment system for processing of instant payments.
It allows a creditor bank to credit its beneficiary account prior to the Nostro settlement. So, an additional
arrangement of Settlement Guarantee Fund (SGF) is established to avoid settlement risk due to insufficiency
of fund of the participating BFIs at the time of settlement of RPS. The cash contribution in the SGF made
by NCHL and the participating banks are held at NCHL SGF Account at Nepal Rastra Bank. As an alternate
guarantee mechanism, BFIs can also provide bank guarantee to NCHL as alternate contribution to SGF.
4. A potential liquidity risk that NCHL may face is insufficiency of liquid funds to meet its financial obligations
for its normal business operations and infrastructural enhancements. Regular monitoring and analysis
of cash flow and financial position is conducted by the management and forwarded to the Board for
necessary considerations. The liquid assets are managed as per NCHL’s Investment Policy.
5.4.5. Credit Risk

Credit risk refers to the risk of default on its obligation by the counterparty resulting in a financial loss. Since
NCHL has exposure to regulated entities like BFIs, the credit risk is limited. For Indirect/Technical Members, all
transactional fees and charges are settled through the respective settlement bank(s), whereas annual fees are
recovered from such members, which may partly increase the credit cycle. However, it is mitigated by timely
monitoring of receivables. NCHL has robust accounts receivable collection mechanism which has ensured
insignificant level of credit risk since inception. The investments of NCHL is in high grade investment categories
reducing the credit risk exposure to near minimal
5.4.6. Legal and Compliance Risk

Legal and Compliance risks are posed due to non-compliance and ambiguity of legislations and regulations.
NCHL has ensured compliance of relevant Acts and Bylaws, NRB Directives, Operating Rules, and internal
policies, corresponding to which compliance self-assessment and cross-functional assessment are intermittently
conducted in addition to quarterly internal audits and statutory audits.
5.4.7. Systemic Risk

Systemic risk is the risk arising due to interdependencies and possibility of transmitting disruptions beyond NCHL
from one or more participants. The inability of any participant to perform as expected can result into disruption
with cascading effects to other participants. It may also arise from the possibility of any undue event occurring
at NCHL. NCHL, being an operator of systemically important payment systems (SIPS) in Nepal, any short-term
decisions imposed or indecisiveness thereof may trigger systemic risk with severe repercussion on the payments
eco-system. NCHL has been working closely with Nepal Rastra Bank and with the participating member BFIs to
avoid likelihood of any events that may result into systemic risk.

5.4.8. Internal Control
NCHL is committed to strengthen its internal controls through a set of well-established organizational structure,
comprehensive policies and procedures. Such policies and procedures are formulated by the Board and the
Management is responsible for their implementation. The effectiveness of internal control is assessed by the Internal
Audit conducted on quarterly basis, internal Annual Compliance Self & Cross Functional Assessments and Annual
Statutory Audit, which are reviewed by the Audit Committee and forwarded to the Board for necessary considerations.
5.5. Legal Case

A court case dated 12th Magh 2076 was filed at Supreme Court of Nepal against Nepal Rastra Bank, Government
of Nepal, Office of the Prime Minister and Council of Ministers, Ministry of Finance with NCHL as one of the
defendants, related to the licensing to payment service providers, payment system operators and also NRB's
investment in one of the licensed entities. The case is still active and under consideration of the court.
5.6. Profit Appropriation

5.6.1. Appropriation of Profit
Appropriation of Profit for Technology Enhancement Reserve, Land & Building Reserve, Cyber Risk Reserve and
General Reserve & Surplus are defined under 8.13 Reserve & Surplus.
5.6.2. Proposed Dividend and Bonus Share

1. The Board of Directors has proposed 28.5% of Bonus Shares (equivalent to 2,232,621 units of shares
rounded for the decimal figure) and 1.5% of Cash Dividend for tax purpose (amounting to NRs. 11,750,637)
from the Profit of the FY 2079/80, subject to final approval in the forthcoming Annual General Meeting.
Proposed Bonus shares equivalent are not adjusted in the financial statements.
2. The increase in paid-up capital is intended to support investments in the infrastructures and risk
managements of existing payment & settlement systems and for establishment of additional national
payment systems.

ANNUAL GENERAL MEETING NOTICE
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Table of Content

Head Office Operations Office

External Auditor Internal Auditor

IS Auditor ISO 27001 Auditor

Preamble of the Report

2 Annual Report 2079/80

Our Commitment and Code of Conduct Principles

Value Added (Processing of Tax, Revenue, Cards, etc.)

Offline Integration Online Integration

NCHL Product and Services Roadmap

Annual Report 2079/80 3

4 Annual Report 2079/80

S.N. Members ECC IPS connectIPS connectRTGS NPI AsNPS-RPS

Annual Report 2079/80 5

6 Annual Report 2079/80

Annual Report 2079/80 7

3rd Feb 2012 17th August 2016

23rd Dec 2008 9th Apr 2014 12th Oct 2018

8 Annual Report 2079/80

Rollout of connectRTGS Official Launch of Official Launch of

Operations approval for

Annual Report 2079/80 9

NET WORTH PER SHARE EARNING PER SHARE

NPR 231 PER SHARE NPR 48 PER SHARE

OPERATING REVENUE INDIRECT INCOME

NPR 681 MILLION NPR 148 MILLION

OPERATING CASH FLOW INVESTING CASH FLOW

NPR 452 MILLION NPR 436 MILLION

NET PROFIT AFTER TAX RESERVE & SURPLUS

NPR 377 MILLION NPR 1,027 MILLION

10 Annual Report 2079/80

Total Assets Shareholders' Fund

Total Equity/Liabilities Distribution FY 2079/80 Reserves (in NPR Millions)

General Reserve & Surplus Reserve for Actuary Gain/(Loss)

Dividend Distribution Profitability Analysis (in NPR Millions)

12 Annual Report 2079/80

NCHL Live Members NCHL Direct Members’ Branches

System-wise Transaction Count (in ‘000) Total Transaction Count Growth in %

RPS/connectIPS NCHL-ECC NCHL-IPS

2075/76 2076/77 2077/78 2078/79 2079/80

2075/76 2076/77 2077/78 2078/79 2079/80

NCHL-ECC NCHL-IPS connectIPS NCHL-ECC NCHL-IPS

Annual Report 2079/80 13

14 Annual Report 2079/80

Ram Bahadur Manandhar

Annual Report 2079/80 15

16 Annual Report 2079/80

Annual Report 2079/80 17

Ram Bahadur Manandhar,

Mr. Ujjal Rajbhandary,

Mahesh Sharma Dhakal,

18 Annual Report 2079/80

Til Bahadur Gurung, Director,

Annual Report 2079/80 19

Neelesh Man Singh Pradhan,

Dilli Man Shakya,

20 Annual Report 2079/80

Chhabi Lal Sapkota,

Annual Report 2079/80 21