Project financing has become a preferred mechanism to fund large-scale developments, allowing sponsors to raise substantial capital for infrastructure and industrial projects while limiting recourse to the project’s investors. In Nepal, as the economy grows and embarks on mega-projects in areas like hydropower, roads, and energy, project finance structures are increasingly common. This form of financing – often involving international lenders and complex risk allocation – requires navigating intricate documentation, multi-party agreements, and stringent regulatory scrutiny (such as approvals for foreign loans and security arrangements). The legal environment demands careful attention to compliance with banking, foreign exchange, and public-private partnership regulations to achieve financial close and project success.

Gandhi & Associates is at the forefront of project finance advisory in Nepal. We represent project developers, sponsors, and lenders in structuring and negotiating project finance deals across sectors including energy, infrastructure, and industrial development. Our team advises on all aspects of project finance transactions: conducting legal due diligence on project assets and concessions, crafting bankable project documents (such as loan agreements, security agreements, EPC contracts, and concession agreements), and obtaining approvals from relevant authorities (including the Nepal Rastra Bank for foreign debt and government agencies for sovereign guarantees or direct agreements). With our deep understanding of Nepal’s legal framework and our experience in dealing with international financial institutions, we help clients allocate risks appropriately and comply with all local requirements. From initial financing strategy to final disbursement and beyond, we provide practical legal solutions that drive projects to fruition.

Representative Experience:

• Advised a South Asian development-focused bank on project financing for a major infrastructure venture in Nepal, including security structuring and regulatory compliance;
• Advised the developer of a 216 MW hydropower project in central Nepal on regulatory approvals and financing arrangements involving multiple international development finance institutions; and
• Assisted in structuring a mid-sized hydropower project under an EPC+F (Engineering, Procurement, Construction and Financing) model, including contract negotiation and risk allocation for both investors and lenders.