Nepal Clearing House Announces 14th AGM on December 18, Proposes 15% Bonus Shares

Nepal Clearing House Limited (NCHL) has announced that its 14th Annual General Meeting (AGM) will be held on 3rd Poush 2082 (Thursday, 18 December 2025). The decision was approved by the company’s Board of Directors during its 275th meeting held on 2082/08/10, after which the official notice was published for all shareholders.

The AGM is scheduled to take place at the Kathmandu Marriott Hotel, Naxal, beginning at 11:45 AM.

Ordinary Agenda Items

The AGM will discuss and pass the following ordinary resolutions:

• Approval of the Board of Directors’ Report for FY 2081/82

• Approval of the Profit and Loss account, Cash Flow Statement and other financial statements

• Appointment of the statutory auditor and determination of remuneration

• Election of one director representing the Financial World shareholder group

Special Agenda Items

Several key special proposals will also be presented during the meeting:

• Approval of 15% bonus shares, amounting to 1,902,406 units after rounding adjustments

• Amendment of the Memorandum of Association to reflect the increase in paid-up capital following bonus share issuance

• Authorization to the Board of Directors—or an authorized officer designated by the Board—to make necessary amendments should regulatory bodies recommend any changes to the proposed modifications

Additional AGM Guidelines for Shareholders

• The AGM report and related documents will be available on the company’s website www.nchl.com.np.
  Shareholders who do not receive the report via mail/courier may collect a copy from the company’s registered office in Kamaladi, Kathmandu, by presenting their share certificate.

• The auditor’s report, annual financial statements, Board report, and documents required under Section 78 of the Companies Act, 2063, will be available for review at the registered office during office hours.

• Shareholders attending the AGM must carry an official authorization letter or share certificate for entry. Without valid identification, entry will not be permitted.

• Shareholders wishing to appoint a proxy representative must register the proxy form at the central office at least 48 hours before the AGM start time. Any changes to the authorized proxy must also be submitted in writing within the same timeframe.

• The attendance registration book will remain open from 11:30 AM on the day of the AGM until the meeting concludes.

• For any additional inquiries, shareholders may contact the company’s registered office in Kamaladi, Kathmandu.

Nepal Clearing House Limited operates national payment systems including ECC, ConnectIPS, RTGS, NPI, NepalPay, and other digital payment infrastructures licensed by Nepal Rastra Bank. The proposed bonus shares and capital restructuring are expected to strengthen the company’s financial structure and support future expansion in digital payment services.