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ANNUAL REPORT Hydro-Consult Engineering Limited 2012

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Page 1: Andhikhola Weir - hcel.com.nphcel.com.np/images/pdf/reports/annual-report-final-2012.pdf · Financial Risk Analysis: Financial Risk refers to the risk of liquidation for not being

HYDRo-ConSult EnGInEERInG lIMItEDGpo Box: 14408 Kathmandu, nepaloffice location: pabitra Marga, Buddha nagartel: +977-1-4782507 / 4785920Fax: +977-1-4785920Email: [email protected]: www.bpch.com.np

Andhikhola Weir

ANNUALREPORT

Hydro-ConsultEngineering Limited

2012

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The Book value per share increased to NPR.277.17 from NPR. 194.93 and it reflects the financial strength of the company. Earning per share slightly decreased to NPR. 82.24 from NPR. 88.39 due to the increment in direct expenses in comparison to fiscal year 2067/68.

Assets Efficiency Ratios:The total assets turnover ratio was 2.02 times. This indi-cates that the company efficiently utilized its assets for generating revenue. The working capital turnover ratio decreased to 3.02 times. The major factor responsible for the decrease was the increase in receivables due to delay in financial closer of the projects developed by our clients. Since the projects are near to the financial closer and the clients are in the process of obtaining bank finance, the receivables are expected to be collected timely. The next factor was timely payment of the current liabilities by the company. The company is putting effort to increase the working capital efficiency.

Financial Risk Analysis:Financial Risk refers to the risk of liquidation for not being able to pay back the interest or loan amount to the lend-

ers on time. It even indicates the risk associated with liquidity crisis. The financial risk affects the shareholders, the company and the lenders. The nature of business of HCEL is less likely to be affected by financial risk. The business is less capital intensive. Thus, most of the funds are available in the form of equity and retained earnings. HCEL has not used borrowed fund except NPR.1.4 mil-lion from the shareholder, BPC in the form of Advance for Share Capital. The financial gearing of 5% is due to the existence of this Advance for Share Capital. The com-pany’s current liabilities have been sufficiently backed up by the receivables which have negligible chances of being default. The current ratio of 1.87:1 had been maintained as on Ashad 31, 2069. The ratio is consistent at present as well. There is less likely to have any contingent liabili-ties for the company. Sufficient provisions have been cre-ated to cope up with the prospective financial obligation resulted from the past events. All compliance of legal regulations as well as efficient credit control mechanism have further downsized the financial risk. These control procedures have also reduced the financial risk and li-quidity problem of the company.

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'(HCEL) specializes in engineer-ing, environment and social consultancy in hydropower, irrigation and other infrastructure development sectors. HCEL is the first consultancy organiza-tion to receive public limited status in Nepal. The company acquired public limited status on 18th September 2012 and took its new identity as Hydro-Consult Engineering Limited (HCEL) from a private limited company Hydro Consult Pvt Ltd (HCPL)

Provide quality and cost-effective en-gineering services in water resources focusing on hydropower, environment and infrastructure sectors being a globally recognized consultant.

Center of excellence in engineer-ing services in water resources and infrastructure development with due respect to environment and stakeholders.

Company Profile

Mission Statement

Vision

HCPL was established on 24 March 1998 and was owned by People Energy and Environ-ment Development Association (PEEDA). Butwal Power Com-pany Limited (BPC) acquired 80% share of the company on 16 July 2009, and remaining 20% is owned by PEEDA. BPC trans-ferred engineering consultancy business, fixed assets, goodwill of its Engineering Department (BPC Hydroconsult) to HCPL with the objective to run the Engineer-

ing consultancy business as the separate entity. HCPL has inherited 25 years of professional experience from the Engineering Department of BPC.

With its new identity, the finan-cial statements and all the legal documents of the company will be presented, published and communi-cated in the name of Hydro-Consult Engineering Ltd (HCEL).

Corporate IdentItyNew Name: Hydro-Consult Engineering LtdOld Name: Hydro Consult Pvt Ltd (1998 to 2012)Status: A Public Limited Company under Company Act 2063Date of Conversion to Public Ltd: September 18, 2012Corporate Office: Buddhanagar, KathmanduArea of Specialization: Engineering services, Social and Environmental Services in Hydro Power and Infra structure developmentOwnership: Institutional Shareholders Butwal Power Company Ltd (80%) People, Energy & Environment Development Association (20%)VAT No: 500012033Registration No: 97410

300

250

200

150

100

50

0

Fy 2066/67 Fy 2067/68 Fy 2068/69

Book Value Per Share

NPR

Earning Per Share

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ContentsChairman's Message 3

Report from the Board of HCEL 4

Corporate Governance Report 10

CEO's Perspective 13

Board Memebers' Brief Resume 14

Brief Introduction of Key Personnel 16

Brief Highlights of Projects Undertaken 20

Projects Undertaken in the Past 28

Financial Report 33

Auditors Report 34

Ratio Analysis 49

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Financial highlights:HCEL has anchored a consistent position in its business operations and financial performance. The financial perfor-mance of the company is highlighted below.

1. The Consultancy Revenue increased to NPR.58.78 mil-lion. The interest and other income increased to 2.29 million. There was 8 % increment in the total revenue as compared to fiscal year 2067/68(FY 2010/11).

2. The administrative expense was reduced by 15% to

NPR. 8.9 million from NPR. 10.2 million of previous fiscal year 2067/68 (FY2010/11).

3. The taxable income amounted to NPR. 10.2 million. NPR. 2.306 million has been provisioned for income tax for fiscal year 2068/69 (FY 2011/12).

4. The retained earnings increased by 87 % to 17.71 million from 9.49 million in the fiscal year 2067/68 (FY 2010/11).

5. The net worth of the company has increased by 43% to NPR. 27.71 million from 19.49 million of fiscal year 2067/68 (FY 2010/11).

hIGhlIGhteSFInanCIal

total aSSetS nPr

oPeratInG InCome nPr

FY 2068/69

FY 2067/68

FY 2066/67

FY 2068/69

FY 2067/68

FY 2066/67

60,000,000

50,000,000

40,000,000

30,000,000

20,000,000

10,000,0000

ProFIt aFter taX nPr

FY 2068/69

FY 2067/68

FY 2066/67

FY 2068/69

FY 2067/68

FY 2066/67

10,000,000

8,000,000

6,000,000

4,000,000

2,000,000

1,000,0000

human reSourCe numBer

FY 2068/69

FY 2067/68

FY 2066/67

FY 2068/69

FY 2067/68

FY 2066/67

806040200

BooK Per value Share nPr

FY 2068/69

FY 2067/68

FY 2066/67

FY 2068/69

FY 2067/68

FY 2066/67

28024020016012080400

return on aSSetS

FY 2068/69

FY 2067/68

FY 2066/67

FY 2068/69

FY 2067/68

FY 2066/67

60%50%40%30%20%10%0%

FY 2068/69

FY 2067/68

FY 2066/67

FY 2068/69

FY 2067/68

FY 2066/6730,000,000

20,000,000

10,000,0000

CaPItal emPloyeD nPr

FY 2068/69

FY 2067/68

FY 2066/67

FY 2068/69

FY 2067/68

FY 2066/67

30,000,000

20,000,000

10,000,0000

net worth nPr

FY 2068/69

FY 2067/68

FY 2066/67

FY 2068/69

FY 2067/68

FY 2066/67

30,000,000

20,000,000

10,000,0000

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Chairman's MessageChairman's Message

Engineering and Environment Consultancy is a growing busi-ness in Nepalese market. It is obvious to have challenges and opportunities at this point of time for consultancy firms but there are risks also. In the present context of Nepal, the government’s infrastructure development priorities has cre-ated opportunities for the growth of consultancy business and hydropower sector has drawn more attention because of perennial load shedding. This opportunity has encouraged more new consultancy firms to join the business. There is cut throat competition in the market. However, HCEL is expanding its clientele base among the IPPs and in the in-ternational market also. I can assure you that HCEL is do-ing its best to create the value through quality service with professionalism and competence, and have earned goodwill in its business.

As in the past, we expect continuous support of our share-holders, management, employees and clients to groom and take the company to its peak.

ranjan loharChairman

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Dear ShareholDerS,I would like to congratulate you on conversion of the com-pany’s status from “Private” to “Public” Limited. Your ap-proval has been received to name the transformed entity as “Hydro-Consult Engineering Ltd” from Hydro Consult Pri-vate Limited. The Board of Directors has the great pleasure to present the annual report of Hydro Consult Engineering Ltd for the fiscal year 2068/69 (FY 2011/12).

Company PerformanceHydro-Consult Engineering Ltd (HCEL) is steadily de-veloping as well known consultancy company providing engineering, environment and social consulting services especially in hydropower and irrigation sector. While the domestic market is the predominant area, the company has acquired several international projects including Fea-sibility Study of Koragh Hydropower (223MW) in Paki-stan in association with AGES, Pakistan and Norconsult, Norway and Construction Supervision of Gura Project in Kenya. The company has been putting extra effort and exploring opportunities to acquire more consultancy jobs in the international market.

HCEL is providing various consultancy services to domes-tic clients in hydropower and irrigation projects. Notable consultancy services performed by HCEL in the fiscal year 2068/69 (2011/12) are feasibility and detail design of hy-dropower segment of Bheri Babai Multipurpose Project, study of large mammal and birds for 400KV transmission line funded by World Bank for Nepal Electricity Authority, due diligence study and technical service in hydropower for commercial banks such as Nabil bank Ltd and Laxmi bank Ltd, feasibility study, EIA and ESIA studies of Lower Manang Marshyangdi (137MW), detail design and con-struction supervision work of Nyadi (30MW), detail de-sign of Thapa Khola (11.2MW), feasibility and detail design of Dordi Khola (11MW), bridge and gate design of Mai Valley Hydro Power, detail design of Kabeli (37.6MW)etc.

I can proudly say that the performance of HCEL has been professionally enhanced and has excelled the expectations of the Clients, Management and other Stakeholders.

Financial PerformanceHCEL has continued consistent financial performance and strengthened its financial position. The overall financial performance of the company is satisfactory. The financial highlights are given below:

Financial highlights:nThe Consultancy Revenue increased to NPR.58.78 mil-

lion. The interest and other income increased to 2.29 million. There was 8 % increment in the total revenue as compared to fiscal year 2067/68(FY 2010/11).

nThe administrative expense was reduced by 15% to NPR. 8.9 million from NPR. 10.2 million of previous fis-cal year 2067/68 (FY2010/11).

nThe net operating profit was 8.22 million for the fis-cal year 2068/69 (FY 2011/12). The operating income reduced by 7% due to additional expense for increased number of field visits, use of foreign experts, leave pro-visions etc. HCEL management is fully aware of this fact and is putting extra effort to improve the financial per-formance every year.

nThe taxable income amounted to NPR. 10.2 million. NPR. 2.306 million has been provisioned for income tax for fiscal year 2068/69 (FY 2011/12).

nHCPL made capital expenditure of NPR. 1.35 million in-cluding computers and software worth NPR. 1.08 million. An increase of 20% expenditure in software and comput-er was observed in the fiscal year 2068/69 (FY 2011/12).

nThe retained earnings increased by 87% to 17.71 mil-lion from 9.49 million in the fiscal year 2067/68 (FY 2010/11).

nThe net worth of the company has increased by 43% to NPR. 27.71 million from 19.49 million of fiscal year 2067/68 (FY 2010/11).

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From the BoarD oF hCel

rePort

Gura Headworks Location

Nyadi Weir Location

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DividendThe Board of HCEL is aware of the shareholders’ expec-tation of return. The Board is committed to shareholders’ wealth maximization as a part of its financial objectives. The Board is also aware of the commitment to raise the Paid up Capital of the company. Considering the capital expenses during the next three years to enhance the capacity, the Board of Directors has not recommended payment of Divi-dend from the earnings for the FY 2068/69(FY 2011/12)

human resourceHCEL believes that there is no substitute to competent and committed workforce. Capable and committed people are the most valuable resource a company can ever rely on. HCEL has a well diversified team of professionals dedicat-ed for reliable and quality service to the company. It is this blend of professionals, technicians and administrators who have consistently outperformed and satisfied the clients and customers of the company. HCEL has acquired, developed, maintained, and utilized its human resources with the best practice in the industry. Currently, 60 technical and 9 non-technical staff are working for HCEL.

risk, Challenges and mitigation measuresQuality consultancy service has not attained significance among Nepalese investors. Banks and other investing compa-nies have not fully realized the importance of sound engineer-ing and design while conducting the evaluation of Hydropower projects. The problem of high financing cost has led to decline of hydropower development. The government’s priority has been directed towards settling the differences between the political groups and promulgation of the new constitution. Hence, focus on development of hydropower sector is still not to the desired level. Overall slow development of the sec-tor has its toll on the consulting business.

In the other hand, mobility of technical human resources to the western world is creating risk of losing competent

workforce of consultancy firms like HCEL. To mitigate such risks HCEL is putting extra efforts to expand the business to neighboring countries and Africa.HCEL has foreign clients also. Thus, there is risk of for-eign currency exchange rate fluctuation. Since the dollar is appreciating against the Nepalese rupees, company is using lagging technique to hedge the currency risk on receipts. Citing the financial performance and position of HCEL, there is nominal financial risk to the company. The company has sufficient projects to sustain during crisis situation. As a part of diversification, HCEL is pro-moting strong network to work in other areas of engi-neering and environment consultancy business such as road, irrigation and alternative energy sources. HCEL has joined as a partner in Fredskorpset (FK) exchange program with NORPLAN AS, Norway to increase capa-bility of the staff and to reduce staff turnover and brain drain. As a part of business promotion, the potential investors and clients have been approached both on in-dividual and institutional levels. A five year strategic plan has been developed and designed for mitigating possible risk and prospective business growth.

Corporate Social responsibility HCEL has its notion of social and economic develop-ment in the area where it does business. Throughout the company’s journey, HCEL has designed the programs that have effectively contributed to the socio-ecological system in the project areas.

This year HCEL has focused on education sector as a part of corporate social responsibility. HCEL has contributed computers to government and community schools locat-ed in different areas of Kathmandu and Lalitpur. Similarly, HCEL has provided financial and technical contribution for the development of Turbine Testing Lab for the benefits of the Engineering students of Kathmandu University and stakeholders of hydropower sector.

Upper Mai Weir Location

Andhikhola Powerhouse

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Engineers at Desk Work

Penstock installation in Tadi

Kabeli Headworks location

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Board of DirectorsThere has been no change in the Board of Directors of HCEL during the fiscal year 2068/69 (FY 2011/12). Cur-rently, the Board consists of three representatives from BPC and one from PEEDA. The Board has been chaired by CEO of BPC since the acquisition of HCEL by BPC.

Corporate GovernanceHCEL has a strong commitment to ethical business and continue to be a good corporate citizen. The Board val-ues the role of Directors, Audit Committee, Internal, and External Audit functions. Adherence to all the legislations and control system and procedures has been assured in day to day operations and decisions of the company.

The corporate governance report is presented separately in this annual report.

relation with the ClientsHCEL has been providing satisfactory services to its clients. HCEL’s clientele consists of the BPC and subsidiaries of BPC, government entities, financial institutions, local developers, foreign developers and international financing institutions. HCEL maintains cordial relation with its clients. There have been repetitive requests for new service contracts with the same clients in most of the cases. HCEL has valued this as demonstration of quality performance and excelling the needs of the clients. HCEL is committed to continue to serve its valued customers with the same level of dedication and integrity in the future as well.

Statutory auditM/S PP Pradhan & Co. audited the books of accounts of HCEL. The auditor has issued an unqualified report on the financial statements of HCEL.

Involvement in Social and Business associationsHCEL has signed partnership with Multiconsult Norway

for FK Exchange Program. HCEL is also initiating for the membership of Society of Consulting Architecture and Engineering Firms (SCAEF).

health and SafetyHCEL has developed a cordial working environment for its employees at all levels. It has taken all the measures for the safety of its employees at the office and at the sites. Special care has been taken and developed guidelines and norms for the safety of field staff at the project sites. There is a provi-sion of accident insurance covering 24 hours a day, medical insurance and travel insurance for the employees. Similarly, fire and other general insurance policies have been taken for the safety of office premises and other assets.

Employees are provided with reasonable sick leave, pa-ternity, maternity and personnel leaves considering their health and safety reasons.

Future Prospect/outlookHCEL management is aware of the competitive market. HCEL has been exploring both domestic and international markets for its business. The business network of HCEL extends to South East Asia, Africa, Northern Europe and East Asia. The development of infrastructure in Afghani-stan, Pakistan and African countries are creating potential market for HCEL. HCEL is seeking partnership of Interna-tional Consulting firms in the form of association and joint ventures to bid the projects of national importance from Government of Nepal. The pressure on Nepalese Govern-ment on lifting the load-shedding problem will create mar-ket potential for HCEL. More and more private investors have been investing in the hydropower development in Nepal. There is increased opportunities and market pros-perity for engineering, environment and social consulting services. The projects undertaken by BPC are also moving towards construction phase. HCEL sees business growth prospects with these projects of BPC as well. Within HCEL, a separate ‘Business Unit’ has been created to ap-

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proach the potential clients. The competent and energetic team of professionals is the major strength of HCEL. Thus, HCEL has an opportunity of growth potential in the pre-sent economic development scenario of Nepal and other developing countries.

Closing remarksWe would like to express our gratitude to all the stake-holders who have directly or indirectly contributed for the progress of HCEL. We would like to thank the vari-ous agencies of the Government, Butwal Power Company and its sister concerns, internal and external auditors, our valued clients, bankers and local community for their sup-port to HCEL. Further, we extend our gratitude to our employees and management for their continuous dedica-tion and commitment for fulfilling their roles efficiently and effectively for the betterment of HCEL.

Thank you,On behalf of the Board of Directors

ranjan loharChairmanDate: December 21, 2012

Upstream view of Bheri River from Weir Site

Preparation for Board Meeting

Discharge measurement at Dordi-I HEP proposed intake

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manohar Shrestha CEO

>>From left Soyuz Gautam

Structural EngineerShyam Bhusal PM-Dordi 1

Pawan Kumar Khadka Manager-Finance & HR

Bikas Sherchan PM-Lower Manang Marshyandi

Bibek neupane Team Leader Lower Manang Marshyandi

Saroj lal Shrestha PM-Gura Project -Kenya

CorDInatIon team memBerS

ProjeCt

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ram Bhakta Karki Senior Consultant- Electrical

Basanta Bagale PM-Nyadi

Bandhu Dhakal PM-Thapa Khola

Bharat raj Pandey Chief Engineer

Diwas lal maskey Team Leader Kabeli A/PM-AKUP

Saroj Ghimire Company Secretary

* PC members not in Photo

Govinda ChalisePM-Tadi and Bheri Babai

Pranav acharya Chief Environmen-talist

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GovernanCe rePort

CorPorate

A sustainable growth and perpetual existence of a corporate house is possible through properly guided, directed and con-trolled governance. HCEL Board of Directors upholds good governance of the company. The HCEL management believes on the spirit of the corporate governance, safeguarding the interest of all stakeholders and continues progress of the company. Corporate governance comprises the management of risk, safeguarding of assets, avoidance of uncertainty, ensur-ing compliance, preservation of the rights of the sharehold-ers, management and the employees and enhancing company’s goodwill in the corporate sector.

Features of hCel’s governancenHCEL has different Head of Executive and Board’s Chair-

man to avoid the role conflict.nThere is 80% representation on Board by Non Executive

Directors for proper supervision on Executives.nNon Executive Directors represent the Audit

Committee.nThere is periodic meeting of the Board of Directors and

Audit Committee.nHCEL has provision of Internal Audit on quarterly basis.nAll the Operations are carried out based on the written

procedures and manuals of the company.nFor effective financial control Budget formulation, approv-

al and evaluation is conducted on quarterly basis.

Board of Directors:HCEL Board Members act in good faith in the best interest of the company and are well aware of their individual and col-lective responsibility towards the institutional shareholders. HCEL Board of Directors consists of five members. There has been no change in Board members since fiscal year 2067/68. The Board is chaired by Mr. Ranjan Lohar, the CEO of BPC. There are four representatives including one alternative Di-rector from BPC, one representative from PEEDA and one Executive Director (CEO of HCEL) in the Board of HCEL. To-tal of 7 Board meetings (numbered from 16th to 22nd) were held during the fiscal year 2068/69 (2011/12). The attendees of the meetings were:

Sn. name Position number of meetings attended

1 Ranjan Lohar Chairman 72 Manohar Shrestha CEO 73 Gokul Prasad Sharma Director 74 Radheshyam Shrestha Director 75 Pratik MS. Pradhan Director 76 Ratna Shakya Alt. Director 36 Saroj Krishna Ghimire Company Secretary 77 Pawan Kumar Khadka Finance Manager 7

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the functions of the Board of hCel are to:1. Ensure the legal and internal control compliance;2. Review, monitor and approve major financial and corpo-

rate strategies;3. Review, monitor and approve budgets and financial results;4. Delegate appropriate authority to management to con-

duct business activities effectively and efficiently and5. Ensure the goal congruence between the shareholders

and the management through good governance.

Fees and allowancesHCEL Board of Directors represents the institutional share-holders. HCEL doesn’t pay fees to its Board members. Instead a transportation allowance is provided to facilitate the attend-ance of representative from PEEDA. Board members repre-senting BPC are ex-officio representative holding senior man-agement positions in BPC and have taken voluntary waiver for Board Meeting fee. Currently, the Traveling Allowance of NPR. 1,000/- per meeting is provided to the representative of PEEDA.

audit CommitteeHCEL Audit Committee is performing its role for good gov-ernance and ethical corporate practice. There has been no change in the Audit Committee members. The Committee is chaired by Mr. Radheshyam Shrestha, FCA, the non executive

Bifurcation of Penstock at Tadi

Strategic Planning Workshop

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director representing BPC. Four meetings of the Committee were held during the fiscal year 2068/69. The members of the committee are:

Sn. name Position

1 Mr. Radheshyam Shrestha, FCA Chairman2 Mr. Gokul Prasad Sharma Member3 Mr. Pratik Man Singh Pradhan Member

Functions of the Internal auditor:1. To review and recommend on the procedures and inter-

nal control system, 2. To ensure the laid down guidelines and procedures are

adequate to safeguard the company’s assets and mitigate the associate risk,

3. To ensure the risk management policies and procedures have been developed and implemented effectively and

4. To review adherence to all the legal compliances and con-structive obligations by the company.

external auditMs. P P Pradhan & Co. audited the books of accounts of HCEL for the fiscal year 2068/69 (FY 2011/12). HCEL received the unqualified audit report for its financial statements.

management and executionHCEL has a blend of professionals to manage the business of the company. The HCEL executive team is led by its CEO, Mr. Manohar Shrestha. The Board of HCEL oversees the business operation and guides the management on strategic issues.

Code of Conducts and ethicsHCEL has set of code of conducts and ethics to be complied by all the staff, management, Board and the organization itself. HCEL believes in good corporate citizenship and ethical val-ues. HCEL adheres to professional competence and due care, professional behavior, confidentiality, objectivity and integrity in all its business activities.

Shareholding PatternHCEL has two institutional shareholders. The shareholding details are as follows:

Strategic Planning Workshop at Dhulikhel

Weir and Undersluice Tadi

Shareholder number of Share Shares holding %

Butwal Power Company Ltd 80,000 80%People, Energy and Environment Development Agency(PEEDA) 20,000 20%total 100,000 100%

Adhering to the Section 165 of the Companies Act, 2063, the functions of the Audit Committee are to:

1. Review the periodic financial statements and Internal Control System,

2. Review the Internal and External Auditors’ recommenda-tions and reports,

3. Recommend to the Board for the approval of Financial Statements prepared at the year end,

4. Recommend the appointment of Internal Auditor to the Board,

5. Recommend the prospective External Auditors to the AGM and

6. Ensure the Auditor’s recommendations are implemented by the Management.

The Audit Committee has been successfully fulfilling its role of ensuring compliance and strong internal control and risk management system in HCEL.

Internal auditTo maintain the independence and objectivity of risk manage-ment, fair financial and accounting procedures and effective control and safeguard of assets, the internal audit of HCEL was outsourced to MS. J. B Rajbhandari and DiBins. The internal audit was carried out on quarterly basis and reports were submitted to the Audit Committee. The HCEL management has effectively implemented the suggestions received from the internal auditor and the decisions of the Audit Committee.

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transparency and DisclosuresHCEL values the corporate governance principles and main-tains transparency in its business operations and disclosures as required. The disclosures on related party transactions and significant accounting policies are made in the notes to ac-counts section of the financial report.

Shareholders’ InformationButwal Power Company (BPC)Butwal Power Company (BPC) stands today with more than 45 years of experience in the hydro power industry and has placed itself as one of the leaders in the nation. The core busi-ness areas of the company are generation and distribution of electricity. Through its subsidiary companies, BPC is engaged in development, operation and maintenance of hydro power plants, engineering consultancy of hydropower and infrastruc-ture projects, manufacturing and repair of hydro–mechanical equipment for power plants.

Pursuing the privatization process in 2003, the Government of Nepal handed over majority ownership and management control to private investor on public –private partnership model. BPC is registered with the Securities Board of Nepal and listed in Nepal Stock Exchange Limited. Starting off with electrification plan of a small city in the Southern Hills of Ne-pal, BPC is the only enterprise which can look back to a four decade long history of sustained growth in the country and a track record of a pioneering multi-faceted capacity building in-itiatives in hydropower development. With its four new major projects, Andhikhola Upgrading, Nyadi, Kabeli- A and Lower Manag Marsyangdi, BPC will have installed capacity of nearly 300 MW of generation facility in the near future.

BPC is committed to operational excellence and believes in good governance, corporate citizenship and creating value for stakeholders.

People, energy & environment Development association (PeeDa)People, Energy & Environment Development Association (PEE-DA) was established in 1998 through the joint effort of various hydropower related organizations and United Mission to Nepal (UMN) for the enhancement of renewal energy sector in Nepal. PEEDA aims to mobilize local as well as external resources to harness the indigenous resources of the country thereby pro-moting poverty alleviation activities. It focuses mainly on insti-tutional development, participation with stakeholders at grass root levels in development activity, research and lobbying for policy change. PEEDA’s team, with its gained experiences in the energy and development sectors, envisioned that economic de-velopment can be achieved through sustainable energy develop-ment activities, with particular emphasis of seeing this develop-ment reach the poor.

PEEDA has also been supporting institutions which have a goal of serving the needs of those developing the water resources of Nepal. It owns 20% shares of Hydro-Consult Engineering Ltd and 50.08% shares of Hydro lab Pvt. Ltd.

PEEDA has also conducted several training events related to management of the energy sector with the aim of building the capacity of people involved in the development sectors. It has also collaborated with other organizations in the research and development of Pico Hydro and has regularly been organizing workshops and seminars to promote such activities.

name: Butwal Power Company limitedRegistration number: Pa.Li.No.3-049/50Date incorporate: 29 Decem ber,1965(2022/09/14 BS)Date Converted into public limited Company: 17 February,1993(2049/09/06 BS)Registered/Corporate Office: Gangadevi Magra-313,Buddha Nagar, Kathmandu ,NepalStock exchange listing: Nepal Stock Exchange (NEPSE),as BPCL

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Hydro-Consult Engineering Ltd. (HCEL) has stepped into its 4th year of Engineering Consulting Services after acquiring 80% share in Hydro Consult by Butwal Power Company on March 2009. This year, Company was able to gain lots of ex-perience in various fields of its business portfolio. Company also faced several challenges and ups and downs in its business.

HCEL had opportunities to work with several international organizations like World Bank, IFC, Fitchner, Mott MacDon-ald, Statkraft Groner, Bernard, NORPLAN and in the process experts shared knowledge with HCEL’s Engineers that helped to add more confidence and develop professional knowledge.

HCEL was able to complete several major tasks like tender documents/contracts preparation and detail design of 38 MW Kabeli A, 30 MW Nyadi, and 140 MW Lower Manang Marshyangdi (partly), review and update the feasibility study and carried out detail design of 48 MW Bheri Babai Diver-sion Multipurpose Project for Department of Irrigation. HCEL has completed significant tasks in construction super-vision part; e.g.; completion of major job (civil part) for 5MW Tadi Hydropower Plant for Aadishakti Bidhyut Bikas Compa-ny; necessary design and construction supervision guidance for 9.4 MW Andhikhola upgrading works; and verification of construction work for 22 MW Mai Hydropower Project for Laxmi Bank and its consortium.

HCEL was able to continue its business expansion to foreign countries as well. This year besides Kenya, HCEL was able to acquire feasibility study of 223MW Koragh Hydropower Project in Pakistan, where HCEL is a Foreign Partner in col-laboration with Ages Pakistan and Sub Consultant Norcon-sult together with few other consultants.

HCEL has collaborated with Multicosult (NORPLAN) Nor-way, for young professional exchange program where HCEL Engineers will get opportunity to work in Multicosult (NOR-PLAN) for one year. Similarly, two young professionals from NORPLAN will work in HCEL which will help to share the knowledge and strengthen the relation between two organi-zations which helps bringing people together and expand the business. This young professional exchange program is being supported by FK, Norway.

CSR is an integral part of the policy and HCEL feels proud for being able to contribute 8 computers to the following

public schools; Buddhanagar Prathamik Bidhyalaya, Adarsha Saral MadhyamiK Bidhyalaya and Maha Saraswoti Niketan School and able to support the organizations to provide quality education.

Net worth of the company has increased by 43% in FY 2068/69. Despite the slow progress of the projects due to fi-nancial and social challenges of the developers, company was still able to maintain its financial performance. The revenue figure has increased by 8% in FY 2068/69. This figure could have been raised much higher with the consistent progress in project development. The effects of inflation and other uncontrollable factors have been clearly reflected in the op-erating expenses. Thus, the net profit figure has slightly been reduced. HCEL team is committed to improve and strength-en the financial performance and position of the company. Company is exploring international market as an initiation for the continuous growth and better performance.

Most of the young engineers used to go abroad for better opportunities. In recent years, engineers have started to look for the opportunities within the country as well, which indicates the probabilities of project developments in near future. In this context, local Companies like HCEL needs to be aware and develop strategy/policy so that capable young professionals be retained within the Company/Country.

HCEL is satisfied with its performance for this fiscal year, nevertheless we need to be aware and well planned in all aspects for better performance next year and future should always be looked upon as a new opportunity to grow and do more business and benefits.

We are operating by the name of Hydro-Consult Engineer-ing Limited (HCEL) since Ashwin 2069 as BPC acquired major share in the Company. This process was finalized in Company Registrar Office on Ashwin 2, 2069.

Finally, I would like to congratulate all Hydro Consult staff for this achievements and successful completion of the year and thanks to the Chairman and all Board Directors for their support and encouragement.

manohar ShresthaChief Executive Officer

Ceo’SPerSPeCtIve

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mr. ranjan loharChairman

Mr. Lohar, is a Mechanical Engineering Graduate from National Institute of Technology, India. He started his ca-reer in 1988 with Bharat Heavy Elec-tricals Ltd and executed several power projects in various capacities. After 10 years career in Public Sector Under-taking in the power sector, he moved to the private sector where he held various management and senior man-agement positions in hydropower pro-jects, generation and distribution busi-ness between 1998 to 2007. He was with Reliance Energy, one of the larg-est power companies in India involved in generation, distribution and renewal energy and the last position held was Vice President-Operations.

He joined BPC in 2006. Mr Lohar’s leadership, technology insight and op-erational expertise have strengthened BPC’s culture of prudent management and expanded the company into new markets.

mr. Pratik man Singh PradhanDirector

Mr. Pradhan holds Master Degrees in Civil and Environmental Engineering from University of Michigan, USA and Hydropower Planning and Development from Norwegian Institute of Technology, Norway

Mr. Pradhan leads the Business Develop-ment function of BPC and has over 15 years of experience in the field of Hy-dro power development. Prior to BPC, Mr. Pradhan was involved in research of Steam Restoration at the Environ-ment and Water Resource Engineering (EWRE) Program at the University of Michigan, USA.

His key experiences include environ-mental hydraulic issues of projects with AECOM Environment, USA; leading the first hydraulic research centre ‘Hydro Lab’ in Nepal; and constructing dams and tunnels for hydropower projects through Himal Hydro and General Con-struction Limited in Nepal.

mr. radheshyam ShresthaDirector

A certified Chartered Accountant (CA) from the Institute of Chartered Accountants of India, Mr. Shrestha holds a Master Degree in Commerce from Tribuvan University.

Mr. Shrestha has served for 30 years in different positions in Nepal Rastra Bank (NRB), the Central Bank of Nepal. He had held the position of Directors of Financial Management Department and Bank and FI Regulation Depart-ment at NRB. He had also worked as professional Chartered Accountant in CSC & Company and R. Bajrachayra & Co. after serving for NRB.

At present, he holds the position of vice president of Finance in BPC. Mr. Shrestha is responsible for BPC’s fi-nancial operations, and investor and stakeholder relations. He is also the Chairman of Audit Committee of Hy-dro Consult Engineering td.

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BrIeF reSume

BoarD memBerS

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mr. ratna S. Shakyaalt Director

Mr. Shakya holds Master Degree in Business Administration from Tribhu-van University. He has also completed skill level in Association of Char-tered Certified Accountancy (ACCA) course to further strengthen his pro-fessional career.

Mr. Shakya brings about 30 years of experiences in the field of corporate finance, organization development and management. Mr. Shakya is with BPC since 1994. During his tenure as Chief Finance Manager in Finance function, Mr. Shakya was successful in achiev-ing National Best Presented Accounts Award from ICAN in manufacturing sector for six consecutive years 2005-2010 for excellence in financial gov-ernance and transparency in financial reporting. This had been recognized from South asian Federation of ac-countants by awarding certificate

mr. Gokul Prasad Sharma Director Mr. Sharma holds Master Degree in Civil Engineering from Kensington University, California and Highway En-gineering Course from UK.

Mr. Sharma has served over 35 years as Senior Engineer in Department of Roads, Ministry of Local Development (MOLD), Ministry of Water Resource (MOWR) and Water and Energy Com-mission Secretariat (WECS) of Nepal Government. After his retirement from Government job in 1992, Mr. Sharma served as Project Coordinator for the programs funded by Canadian International Development Agency (CIDA) for WECS, MOWR and NEA till 2003. He led Hydro Consult P. Ltd since 2004 to 2007 as General Man-ager. At present he holds the position of secretary and executive commit-tee member of People, Energy and Environment Development Agency (PEEDA).

of Merit for two consecutive years for Best Presented Accounts and Corporate Governance Disclosures Awards in 2009 and 2010. Prior to joining BPC, Mr. Shakya worked in Nepal United Company Limited, a Public Limited Company, as Chief Accountant. He has also served as an Internal Auditor in Architectural Design Associates in the past years. He is serving as alternate director for Hydro-consult Engineering Ltd and Keton Hydropower Limited. At present he is holding the position of Head of Corporate management in BPC.

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manohar ShreStha Ceoeducation: M.Sc. in Hydraulic Structure, Lumumba Univer-sity, Moscow, Russia.M.sc in Hydropower,NTNU, Trondheim ,Norway.experience: Over 22 years of experience in design, con-struction management/supervision and managerial job in hydropower and consulting business. Design experience in various projects from 1 MW to 140 MW projects in Nepal and abroad. Abroad experience in Bhutan, India, Pakistan and Kenya. Consulting job experience with Statkraft Engineering, NORPLAN, Norcosult, Bernard,Hydro Tasmania, Mott Mac-Donald, UK.

Bharat raj PanDey ChIeF enGIneereducation: M.Sc. in Hydraulic Engineering, IHE Delft,Technical University of Delft, Netherlands. Bsc.Eng, in Civil Engineering University of the East ,Manila, Philippines, Chattered Engineer Reg. No.: 575823, Engineering Council of UKexperience: Over 21 years of professional experience in design and costruction supervision of hydraulic structures, bridges, hills roads and tunnels. Key experience in the fol-lowing areas: Structural analysis and design of various com-ponents of hydropower projects, structural and hydraulic design of bridges. Project management as Resident Engineer, Project Manager for preparation of safety standard for hy-dropower projects, M.Sc. Eng., Bridge Course Coordinator , Tribhuwan University, IOE, Pulchowk Campus.

Saroj l. ShreStha, SenIor enGIneer/Pro-jeCtS manaGereducation: M.Sc. in Hydropower Engineering, Odessa State Academy of Civil Engineering and Architecture, Odessa, Ukraine.experience: Over 17 Years of professional experience in engineering design .Project management/ Supervision and managerial job in hydropower consulting business, design ex-perience in various hydropower projects from 1 MW to 300 MW in Nepal and abroad. Abroad job experience in Kenya. Consulting job experience with Acres International, Cana-dian International Water and Energy Consultant (CIWEC) and BPR inc.

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IntroDuCtIon oF the Key PerSonnel oF hCel

BrIeF

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Pranav aCharya envIronment ChIeFeducation: M.Sc. in Environmental Management, National University of Singapore, Singapore. M.A in Sociology and Anthropology, Tribhuwan University Nepal.B.Sc. in General Forestry, Institute of Forestry, Tribhuvan University, Nepal, B.Sc. biology, Tribhuwan University, Nepal.experience: Over 15 years of experience in both natural and built environment. His core abilities include conducting in depth research, analysis and review towards the provision of advisory services in the field of environmental manage-ment, green product and services, environmental and social safeguards and management frameworks, environmental due diligence and urban environmental management.

GovInDa ChalISe ProjeCt manaGer BherI BaBaI DIverSIon ProjeCteducation: MBA (Executive), Kathmandu University B.E in Mechanical Engineering, Institute of Engineering, Pul-chowk Campus.experience: Over 8 years of professional experience in Project Management, Construction Supervision, Hydro-mechanical and Electro-mechanical component design and Installation.

BaSanta BaGale ProjeCt manaGer, nyaDIeducation: M. Sc in Water Resource Engineering B.E in Civil Engineering, Institute of Engineering, Pulchowk Cam-pus, BSc. in Physicsexperience: Over 12 years of professional experience in Design of Headwroks, Waterway and powerhouse com-ponents, Hydraulic Model Study, Four years experience in construction supervision of different hydropower com-ponents such as Headworks, Waterway and powerhouse, housing and office camps and bio-engineering works, one years experience in teaching courses of Waterpower En-gineering.

BanDhu DhaKal ProjeCt manaGer, thaPa Khola hyDroPower ProjeCteducation: MSc. Water Science and Engineering, Surface Water Hydrology, UNESCO-IHE, Netherlands B.E in Civil Engineering, Institute of Engineering, Pulchowk, Nepal.experience: Over 10 years of professional experience in Hydraulic Design, Construction Supervision and hydrolog-ical Study. As a civil engineer and hydrologist involved in hy-draulic design and hydrological analysis of various projects.

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mr. BIKaSh SherChan ProjeCt manaGer lower mananG marShyanDI hyDro Power ProjeCteducation: MSc (Photogrammetric and Geoinformatics), Uni-versity of Applied Sciences Stuttgart, Germany, 2009, MSc (Water Resources Engineering and Management), University of Stuttgart, Germany, 2007,BE (Civil Engineering), Tribhuvan University, Nepal, 1998 experience: Over 12 years of experience in hydropower, hydro-logical and sediment studies, water resources engineering and GIS analysis. Worked for Construction Contract, Plant and Design-Build Contract; and EPC/Turnkey Contract including Master Pro-curement Documents applicable for donor funded projects etc.

BIBeK neuPane team leaDer, lower mananG education:M.Sc. in Hydropower Development 2010 Norway.B.E. in Civil Engineering ,2006, Tribhuwan University.experience: Over 6 years of professional experience in hydrau-lic design of headworks, waterway system. Involved in site visits and selection of alternatives, hydrological calculation, preparation of drawing for civil structures, cost estimations, preparation of re-ports, pre- feasibility studies and due diligence studies.

DIwaSh lal maSKey, ProjeCt manaGer, aDhIK-hola uPGraDInG & KaBelI-aeducation: M.Sc. in Hydropower Development 2011, Norwegian University of science and Technology (NTTNU), Norway. B.E in Civil Engineering 2005, Institute of Engineering(IOE) Tribhuwan Univer-sity.experience: Over 6 years of professional experience in hydraulic and structural design of civil structures, quality and cost estimation of civil designs, feasibility study for detailed designs and construction works, project pre-feasibility study and report preparations, flood stage and discharge computations for rivers, constructions drawings preparation, report preparation.

Shyam BhuSal ProjeCt manaGer, DorDI I hePeducation: MSc in Water Resources Engineering and Manage-ment from Asian Institute of Technology (AIT), Bangkok, Thailand in 2010; B.E in Civil Engineering, Institute of Engineering, Pul-chowk, Nepal; MA Sociology from Tribhuvan University, Nepal.experience: Over 10 years experience in hydrological and GIS analysis, Hydrologic and hydraulic modelling, design of various hydraulic structures, project management; Preparation of ICB tender documents meeting the general requirements of WB and IFC, Preparation of Risk Management Report, Plant and Design build tender documents, NCB tender documents for access road and test tunnel.

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Pawan Kumar KhaDKa, aCCa, manaGer- FInanCe anD hreducation: Chartered Accountant 2010, Bachelor's in Busi-ness Studies, KIST College of Management, Tribhuvan Uni-versity.experience: Over 6 years of experience in financial and operation management of various fields. Involved as a Fi-nancial Analyst and Instructor for Financial Management and Management Accounting papers of ACCA for Gold Ap-proved Learning Partner of ACCA in Nepal.

Saroj GhImIre, leGal aDvISer & ComPany SeCretaryeducation: LLM Trade and investment laws, Liverpool John Moores University UK, LLM Corporate Laws University of Pune, India. BA, LLB Tribhuvan University.experience: Over 11 Years professional Legal practice as attorney-at-Law, Legal consultant for trade and finance, hydropower, foreign investment and technology transfer. Involved as a member for preparing and negotiating PPA and PDA for Hydro Power Company. Represented national and multinational companies on commercial litigation in the Supreme Court of Nepal. Faculty of Tribhuwan University and Kathmandu University and affiliated to Himalayan law-yers & Legal Consultants.

ram BhaKta KarKI, SenIor ConSultant education: M.SC. in Electrical Engineering, Belorussian Polytechnic Institute, Minsk,(USSR) B.A in Economics and Political Science, Tribhuwan University. Electrical Engineer-ing Diploma, , Tribhuwan University experience: Over 35 years of professional experience in design of electromechanical equipment of Hydro power plan, operation and maintenance of Hydro power plants, witness on factory acceptance test of different plants and equipments of hydropower projects.

narenDra man PatraBanSh ,SenIor ConSultanteducation: M.Sc. in Manufacturing Engineering and Man-agement, Birmingham University, B.E. in Mechanical Engi-neering, Victoria Jubilee Technical Institute, Bombay, India.experience: Over 39 years professional experience in procurement and contract management of construction equipment and vehicles, operation and maintenance man-agement of construction equipment in Department of Roads.

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hIGhlIGhtS on ProjeCtS unDertaKen

BrIeF

lower mananG marSyanGDI hy-DroeleCtrIC ProjeCt (lmmheP) Updated Feasibility Study, Detail design and Bidding Docu-ments of LMMHEP located in the lower Manang 240 km northwest of Kathmandu and 175 km east of Pokhara.

main features of power plant: nConcrete overflow dam 20m high nFour side intakes, 8.15 m wide and 4 m high nFour 160 m long settling basins, 8.2 m wide and 10.3 m

deep.n5.3 m dia. headrace tunnel, total 4.6 kmn4.8 m dia. adit tunnel 521 mnUnderground surge shaft open to sky at the top– 14 m

dia., 52 m highnSurface powerhouse with two vertical axis pelton units nSingle phase transformers with SF6 insulated switchgear n44.5 m long two tailrace canals designed for free surface

flow.

Services rendered: nCollection of information and review of previous studies nProgram additional surveys and field investigations nTopographic survey nHydrological, meteorological and sediment studies nGeological and geotechnical investigations and material

testing nGlacial lake outburst floods (GLOF) assessment nProject layout and design nConstruction planning and cost estimates nFinancial analyses nPreparation of Prequalification and Bidding Documents nDraft version of GBR, RMP, DBM preparednDetail design ongoingnEnvironmental and socio-economic impact analyses

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run-of-river project. Gross head 323 m, maximum output 137 MW and mean annual electricity production 646 GWh.

Client: Butwal Power Company

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KaBelI-a hyDroeleCtrIC ProjeCt (KaheP)Completed Contract and Tender document preparation and physical model study of KAHEP. The detail design study is being completed.

Peaking Run-of-River KAHEP project with capacity of 37.6 MW yielding annual average energy of 202.6 GWh for daily peaking operation to be developed as BOOT with World Bank and foreign investment for covering domestic demand in Nepal. The project is located in Panchthar and Taplejung districts of Eastern Development Region of Nepal. Kabeli bazaar is the nearest settlement to the project area that is connected to the Mechi Highway, the main highway serving this part of the region. The project area is accessible by the highway either from Taplejung district in the North or Ilam district in the south.

main features of power plant: nHeadworks with Barrage structures having 4 radial gates;

3 weir bays and one sluice bay. Underground settling basins.

nInverted D shaped of diameter of 5.65m, 4327m long headrace tunnel

n10m dia underground surge shaft exposed to surface. n225m long 3.55m diameter mild steel penstock.nSemi underground 34.8m X 18.6m and 31.8 m power-

house.n93m long RCC box culvert tailrace

Services rendered: nReviewed the designnPrepared NCB and ICB standard tender document with

specification for all lots including hydro-mechanical and electro-mechanical

nPrepared tender drawingsnDBM, Quality Assurance Plan.nRisk Management Plans for surface and underground

structuresnDam Safety Plan.nInstrumentation plan.nStructural analysis.nPrepared detail design RC drawings.nDetail Design Reports.

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Peaking run-of-river project with capacity of 37.6 mw yielding annual average energy of 202.6 Gwh for daily peaking operation to be developed as Boot with world Bank and foreign investment for covering domestic demand in nepal.

Client: Kabeli Energy Limited (KEL)

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nyaDI hyDroPower ProjeCt (nhP)Feasibility study review to produce bankable report, detailed engineering design report for construction and tender docu-ments preparation for procurement purposes for NHP lo-cated at Bahundanda VDC, Lamjung District, 220 km North-west of Kathmandu.

Run-of-river project with capacity for daily operation to be developed by NHL was established by BPC as its subsidiary company for the development of the NHP with national and foreign investment for covering domestic demand.

main features of nyadi hydropower Project: n14 m length and 10 m high weir with orifice type frontal

intake and two radial bottom sluice gatesnGravel trap with bed load flushing arrangementn57m Long approach intake tunneln128m Long underground settling basin with flushing ar-

rangementn3938m Long Headrace tunneln225m Long Naiche adit and Surge shaft aditn29 m Height Surge shaft with ventilation aditn665 m Long Surface penstock, drop shaft & horizontal

penstockn53.25m Long Underground powerhouse and 132 m Long

access tunnel to the powerhousen332 m Long Tailrace tunnelnSwitching substation andn13.5 km Long Access road to the project site The study included optimization of capacity and 7 km long 132 kV transmission line for connection at NEA’s Hub at Tunikharka.

Services rendered: nCollection of information and review of previous studies nProgram additional surveys and field investigations nTopographic survey nHydrological, meteorological and sediment studies nGeological and geotechnical investigations and material

testing nHydraulic model tests nProject layout and design nConstruction planning and cost estimates nEconomic evaluation and financial analyses

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nEnvironmental and socio-economic impact analyses nStudy of project implementation. nDetail design calculations, construction drawing prepara-

tion , bar bending schedule and design report of all civil works.

nDetail design and drawing of all Hydromechanical worksnDetail design of Electro-mechanical works and 132 KV

Transmission linenConstruction supervision of Bridge, retaining structures,

drainage structures through access road and Siuri Tail-race diversion works.

run-of-river project. Gross head 347.50 m, maximum output 30 MW and mean annual electricity production 172.85 GWh.

Client: nyadi hydropower limited

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taDI Khola hyDroPower ProjeCt(tKhhP)Detail Design and Construction Supervision of Tadi Khola Hydropower Project located in the Nuwakot District of Ne-pal, 91 km (4 hours drive) north of Kathmandu.

Tadi Khola Hydropower Project is Run-of-river project situ-ated in the lesser Himalayan region.

main features of power plant: nDesign Discharge: 8.9m3/secnGross head: 74.12mnNet Head: 65.48mnCatchment area: 247km2nInstalled Capacity: 5 MWnAnnual energy: 32.5 GWhnDiversion Weir: 35 m long Semi-permanent boulder

concrete cut-off wall nIntake: Two side intake of orifice type at right bank of the

river.nWaterway: 471m long box culvert (2mx2m) followed by

1.9m diameter penstock pipe of 1770m lengthnPowerhouse: Surface powerhouse of 26mx10.2mx14.5mnTransmission Line: 8km long 33kV Transmission Line will

be build to connect at Chaugada Substation. nTurbine: 2 unit of Horizontal Shaft Francis Turbine with

750rpmnEstimated Project Cost: NPR 883 Million including inter-

est during construction.

Services rendered: nDetail design of all civil components and preparation of

construction drawing with reinforcement detail.nTender/contract document preparation for Civil works,

hydromechanical and Electromechanical works on the basis of FIDIC

nConstruction supervision and technical management of Headworks, Waterway, Powerhouse, Tailrace and Switch-yard

nPreparation of As-built drawing and Project Completion Report.

nReview of design of Hydromechanical and Electrome-chanical equipment

nInstallation supervision of Hydromechanical and Electro-mechanical equipment

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run-of-river project. Gross head 74.12 m, maximum output 5 MW and mean annual electricity production 32.5 GWh.

Client: Aadishakti Bidhut Bi-kash Company Pvt. Ltd.

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BherI BaBaI DIrverSIon multIPurPoSe ProjeCt ComPonent: hyDroPower Detail Design and Tender Document Preparation of Bheri Babai Diversion Multipurpose Project, Component B; Hydropower, located in the Surkhet District of Nepal, about 562 km(west) from Kathmandu.Bheri Babai Diversion Multipurpose Project is a Run-of-the-river type project with an installed capacity of 47.85MW. It is aninter basin project diverting the water from Bheri River to Babai River. In addition, this project is multi disciplinary project utilizing the water of Bheri River for both Hydro-power and irrigation purposes. The project area lies in the region occupied by the rocks of the Siwalik Group and the soil above this.

main features of power plant: nDesign Discharge : 40m3/secnGross head: 147mnNet Head: 129.75mnCatchment area: 120.62km2nInstalled Capacity: 46.4 MWnAnnual energy: 379.66 GWhnDiversion Weir: 114.3 m long Barrage system with six

radial gates of width 15.3m each. nIntake: Six no of side intake of orifice type at left bank of

the river.nHeadrace Tunnel: 12km long, Horseshoe shaped, con-

crete lined with internal finish diameter of 4.2m. Most of the tunnel section penetrates through the poor rocks except few parts of thick to very thick bedded sandstone of the Middle Siwalik.

nSurge shaft: Restricted orifice type of 13.25m diameter and 62.5m height.

nPenstock: 3.85 m diameter Steel Pipe of 770m long hav-ing thickness up to 30mm

nPowerhouse: Surface powerhouse of 36.5mx15mnTransmission Line: 1.5km long 132kV Transmission Line

will be build to connect at proposed substation at Babai Colony.

nTurbine: 2 unit of Vertical Shaft Francis Turbine with 375rpm

nEstimated Project Cost: NPR 26.18 Billion

Services rendered: nField investigation including topographical survey, hy-

drological, meteorological and sedimentological studies, construction material survey and logistic survey.

nVerification of geological and geotechnical field investiga-tion.

nOptimization of project layout and design.nHydraulic and structural design of all structures such as

diversion dam, intake, desanding basin, bridge, waterway,

powerhouse, tailrace and switchyard. nDesign of power generating equipment and substation,

including auxiliary equipment.nDesign of hydraulic steel structures such as gates, valves

and penstock pipesnPreparation of construction plan and schedule for imple-

mentation.nCost estimate, preparation of cash flow, assessment of

economic and financial analysis.nTender document preparation for Civil works, hydro-

mechanical and Electromechanical works on the basis of FIDIC

nPreparation of design reports and drawings.

run-of-river project. Gross head 147m, maximum output 46.4MW and mean an-nual electricity production 379.66 GWh.

Client: Bheri Babai Diversion Multipurpose Project, Department of Irrigation, Government of Nepal

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Gura Small hyDroPower Pro-jeCt (GShP) Management and Supervision of GSHP Implementation for KTDA located in the Naieri District, Kenya, about 100 km north to south between Nairobi and Thomson Falls.Run-of-river project with capacity of 5 MW is to reduce electrical energy use in tea processing industries in member countries of the East African Tea Trade Association (EATTA).

Gross head 154.5m, maximum output 5.0 MW and mean annual electricity production about 38.20 GWh.

main features of power plant: nIntake, concrete weir nRiver intake and two bays settling basins nPower intake and about 7,300 m. long headrace canal nConcrete Forebay, nSurface powerhouse with two Pelton units nSurface outdoor Switch Yard Services rendered: nSupport for procurement process and contract docu-

ment preparation nReview and approval of design and drawings prepare by

EPC contractornConstruction supervision and quality control during

constructionnCoordination and supervise during the plant commis-

sioning and testingnReview and approve the as built drawing prepare by EPC

contractor

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run-of-river project. Gross head 154.5m, maximum output 5MW and mean annual electricity production 38.2 GWh.

Client: Kenya Tea Development Agency (KTDA)

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DorDI -I hyDroeleCtrIC ProjeCt Feasibility Study Update, Detailed Engineering Design and Tender Document Preparation of Dordi I Hydroelectric Project.Run-of-river project with capacity of 12MW located at Dhodeni VDC of Lamjung district of Nepal.

main features of power plant: nConcrete weir nOrifice type side intake and two bays surface settling

basins nAbout 3,640 m long Water way pipenSurface powerhouse with two Francis units nSurface outdoor Switch Yard Services rendered: nCollection of information and review of previous studies nTopographic survey nHydrological, meteorological and sediment studies nProject layout and design nEconomic evaluation and financial analyses nRest of the work under the scope of agreement is con-

tinuing

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Project Location and Layout Map

Legend! Settlements

National BoundaryProtected AreaWatershed Boundary

River/StreamsTrails

ForestBushCultivationCliff/CuttingSnow

GlacierRiver/StreamsLake/PondBarren LandSand

R

!

!

!

!

!

!

!

!

!

!

!

Adit Tunnel

Hea

drac

eT

un

nel

Marsyangdi Nadi

Dana Khola

Syar

kyu

Khol

a

Dud

hKh

ola

Danakyu

Khola

Ghy

uche

Kho

la

Timang Khola

China

Khola

Pron

gjo

Kho

la

Ghatte

Khola

Machho Khola

Odar

Timang

PlamneLatamro

Kromche

Danakyu

Chyopiu

Baitung

Dharapani

84°23'30"

84°23'30"

84°23'

84°23'

84°22'30"

84°22'30"

84°22'

84°22'

84°21'30"

84°21'30"

84°21'

84°21'

84°20'30"

84°20'30"

84°20'

84°20'

84°19'30"

84°19'30"

84°19'

84°19'

84°18'30"

84°18'30"

28

°32

'

28

°32

'

28

°31

'30

"

28

°31

'30

"

28

°31

'

28

°31

'

28

°30

'30

"

28

°30

'30

"

28

°30

'

28

°30

'

28

°29

'30

"

28

°29

'30

"

Lower Marsyangdi Hydroelectric Project

Horizontal Datum

Spheroid: .. ..... ..... ...... ..... ..... ...... ..... ...... ..... ..... ...... ..... ..WGS 1984Projection: ... ..... ..... ...... ..... ..... ...... ..... ..... ...... ..... UTM Zone 44NCentral Meridian: ... ...... ..... ..... ...... ..... ..... ...... .... 84 degrees eastLatitude of Origin: ..... ...... ..... ..... ...... ..... ..... ...... ..... ..... .. 0.000000

False Easting: .... ...... ..... ..... ...... ..... ..... ...... ..... ..... 500000.000000False Northing: .. ...... ..... ..... ...... ..... ..... ...... ..... ..... ...... ... 0.000000Scale Factor: .... ..... ...... ..... ..... ...... ..... ..... ...... ..... ..... ...... . 0.999900

Amendment By Ckd. Rec. App.

BUTWAL POWER C OMPANY

Lower Manang Marsyangdi Hydroelectric Pro ject

PROJECT LOCATION ANDLAYOUT MAP

Hydro Consult Pvt. Ltd.Ganga Devi Marga - 10, BuddhanagarP. O. Box 14408,Kathmandu, NepalTel. 977-1-4782507Fax 977-1-4785920E-mail [email protected]

Designed:

Drawn

Checked:

Recommended:

Approved:

Na me Initials Date

N. Dongol

A. Tula dhar

B. Neupane

B. Sherchan

B. R. Pandey

Contrac t No. Scale

AS SHOWN

29/03/10T02Drawing No. Rev ision

HeadworksArea

SurgeshaftArea

Powerhouse andTailrace Area

Rev.

0.5 0 0.5 1 1.50.25

km

run-of-river project. Gross head 145.5m, maximum output 12.0 MW and mean annual electricity production about 70.00 GWh.

Client: Lamjung Electricity Development Company (LEDCO)

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thaPa Khola hyDroeleCtrIC ProjeCt Detailed Engineering Design and Tender Document Prepa-ration of Thapa khola Hydroelectric Project located at Tukuche VDC in Mustang district. Run-of-river project with capacity of 11.2 MW.

main features of power plant: nConcrete cut off with boulder liningnOrifice type side intake and two bays surface settling

basins nAbout 1,780 m long combination of Headrace pipe and

Headrace tunnelnSurface powerhouse with two Pelton units nSurface outdoor Switch Yard Services rendered: nTender documents preparationnProject layout and detail engineering design of all the

components of the projectnFinancial analyses nPreparation of construction drawing

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run-of-river project. Gross head 306.4m, maximum output 11.2MW and mean annual electricity production 61GWh.

Client: Mount Kailash Energy Comapny Pvt Ltd

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S.n. name of projects and short Description Client/Donor Place of work

1 Tamakoshi 3 Hydroelectric Project ( 880 MW): Environmental Study and Bridging Study

SWECO Central Nepal

2 Marsyangdi III Hydroelectric Project ( 42 MW) : Feasibility Study and EIA

Keton Hydropower Com-pany Pvt.Ltd

Western Nepal

3 Madi Khola, Inku Khola and Bhudi Ganga Khola Small Hydropower Projects (12.25 MW, 20 MW, 6.2 MW) : Feasibility Study and EIA Study

DoED Eastern Nepal Western Nepal

4 Balephi Hydropower Project ( 50 MW) : Pre – feasibility Study

Balephi Hydropower Company Limited

Central Nepal

5 Upper Mai Hydroelectric Project (9.98 MW) Eastern Nepal: Review of feasibility Study, Detail Design (expected head – works) and Tender Document Preparation

East Nepal Development Endeavour Pvt. Ltd./ Mai Valley Hydropower Pro-jects

Eastern Nepal

6 Lower Hongu Hydropower Project (23.5 MW): Feasibility Study and EIA

DoED Eastern Nepal

7 Rural Electrification Global Development Alliance of Nepal (REGDAN): Sustainable Rural Electrification

USAID, Kathmandu Western Nepal

8 Khare Khola Hydropower Project (14.7 MW) :Feasibility Study,EIA and IEE Study

DoED /IRD Central Nepal

9 Andhi Khola Hydropower Project) Upgrading(9.4MW) of hydropower projects

BPC Western Nepal

10 Field Workers Training on Electricity Distribution System Operation and maintenance : Development and delivered the training program to Rural Entities (REE) to provide technical skills to technicians of selected REEs

Winrock International Central Nepal

11 Khimti I Hydropower Projects, socio-economic impact study on fishermen : Information report of the socio- economic impact study on fisherman

Himal Power Limited Central Nepal

12 BPCH Design Guideline- September 2008, was devel-oped on considering the necessity to harness the knowl-edge and experience, to maintain uniformity and quality in design, and to ease up the day-to-day design process at BPCH. This guideline covers different disciplines of engi-neering and relevant sciences required in BPCH activities and consists of a list of standard and practiced reference materials. It also included the precautions to a potential problem a novice may face, and the clues to mitigate such problems.

BPC Kathmandu, Nepal

13 Health and Safety Standards in hydropower : Prepared Safety Standards for generation, transmission and distri-bution of Hydropower Projects for DoED

Department of Electricity Development (DoED)

Central Nepal

14 Sunkoshi Hydropower Project (3.6 MW): Feasibility study , design review, survey of waterways and geological mapping of headworks

Sanima Hydropower Project

Central Nepal

15 Fish Monitoring in Khimti I Hydropower Projects, Krine: Fish sampling and report preparation.

Himal Power Limited Central Nepal

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unDertaKen In the PaSt

ProjeCtS

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16 Study for Promotion of Electricity distribution by Coop-eratives: Study carried out on "Promotion of Electricity Distribution by Cooperatives"which was commissioned by Department of Electricity Development (DoED) to explore possibilities of franchising electricity distribution through user associations and community participation. The Study was carried out to assist National Planning Commission (NPC) so that the findings of the study and modality of the distribution cooperative(s) could be in-corporated in the Tenth Plan of NPC

Ministry of Water Re-searches

Countrywide Resources, Department of Electricity

17 Melamchi Diversion Scheme (28 km Water Supply Tun-nel): Assisted in the final design and preparation of the tender document as a sub-consult to NORPLAN A.S . Worked out social uplift program such as family health, sanitation, nutrition, family planning and income genera-tion activities for women through non- formal education programs with low key input to raise awareness and the living standard of villagers. Designed head works.

Norplan AS Central Nepal

18 Access Road (24 Km) to the intake and tunnel adits of Melamchi Diversion Scheme: Detailed survey and design of spoil- tips

Melamchi Water Supply Development Board

Western Nepal

19 Tsho Rolpa GLOF Risk Reduction Project: Undertook an evaluation of Tsho Rolpa, an unstable glacial lake located at 4500 m elevation. Prepared a detailed project proposal and then undertook a design -build contract to lower the lake level 3 m.

Dept of Hydrology & Meteorology/Netherlands Development Assistance (Neda)

Central Nepal

20 Tsho Rolpa GLOF Early Warning System Installation: De-sign and installation of Syphon drainage system.

BC Hydro, Canada

21 Trishuli Khola Small Hydro Project (4 MW): Prepared fea-sibility study for a 4 MW hydropower project, including a detailed cost estimate.

Annapurna Power Central Nepal

22 Nyadi Hydropower Project (30 MW): Prepared a feasibil-ity study for a 30 MW hydropower project, including a detailed cost estimate.

Lamjung Electricity De-velopment Company Ltd. (LEDCO)

Central Nepal

23 Access Road (5 km) to the Nyadi Hydropower Project (30 MW): Survey and design of about 5 km long access road to the powerhouse area of the project at feasibility stage

Lamjung Electricity De-velopment Company Ltd. (LEDCO)

Central Nepal

24 Glacier Lake Outburst Flood (GLOF) Study of the Tama Koshi basin: Undertook an evaluation of Tsho Rolpa, an unstable glacial lake located at 4500 m elevation. Carried out detailed flood routing in the downstream valley for about 120 km reach.

Dept of Hydrology & Me-teorology

25 Khimti I Hydropower Project (60 MW): Provided de-tailed civil engineering design under sub-contract for the Khimti I Project. The project involves run-of-the-river headworks, 10 km of tunnel, an underground power-house and surface and access infrastructure.

Statkraft Engineering Central Nepal

26 Preparation of Civil Works Guidelines for Micro-hydro-power in Nepal: Prepared Civil Works Guidelines for Micro-hydropower in Nepal

Intermediate Technol-ogy Development Group (ITDG), Nepal

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27 Jhimruk Hydropower Plant (12MW): Undertook design and construction supervision of additional river training works for the powerhouse location and at upstream and downstream of the Jhimruk dam structure. Liased with the power plant owner and local communities to design and implement a mutually acceptable solution.

Butwal Power Company Ltd.

Mid- Western Nepal

28 Khimti I Hydropower Project (60MW): In association with the Norwegian University of Science and Technol-ogy, undertook the physical model study for the Khimti I Hydropower Project The study included tests of the proposeheadworks design on physical models of 1:40 and 1:15 scale.

Statkraft Engineering Central Nepal

29 Andhi Khola Hydropower Project (5.1MW): Detailed design of flashboards to enhance the peak generation ca-pacity of the Andhi Khola Hydropower Project.

Butwal Power Company Ltd.

Western Nepal

30 Khimti I Supplementary Environmental Assessment: Col-laborated with Norconsult AS for the detailed study of the fishery, low flows and water use from the Khimti Khola, as part of an investigation to determine appro-priate downstream river-related mitigation measures for the Khimti I Hydropower Project.

International Finance Corporation

Central Nepal

31 Khimti II Hydropower Project (26 MW) : Undertook topographic survey and collection of field data on hydrol-ogy, environment, sediments and geology as part of inves-tigations for the possible implementation Khimti II Hy-dropower Project. The preliminary study was conducted in association with Statkraft Engineering AS.

Himal Power Limited Central Nepal

32 Nayapul Kirne Road Project (22 km): Design and project management for construction of a road to the site of the Khimti 1 Hydropower Project.

Electricity Developmet Centre of Nepal

Central Nepal

33 Andhi Khola Headrace Irrigation Project: Undertook fea-sibility study, detailed design and construction advice for this irrigation project.

United Mission to Nepal Funding Agency: HMGN, NORAD

West Nepal

34 Khimti 1 Hydropower Project Feasibility Study : Under-took detailed feasibility study in conjunction with Nor-power AS. Study was completed April 1993. The study was used as a basis to commence funding of the project from international development banks.

Government of Nepal Funding Agency: NORAD

Central Nepal

35 Kali Gandaki `A’ Hydropower Project: Undertook spe-cific investigations of materials, concrete quality, and HV transmission line alignment and design for Norpower.

Norwegian Power Con-sultants

(Norpower AS)

Funding Agency: UN-DTCD

West Nepal

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unDertaKen In the PaSt

ProjeCtS

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36 Tinau Hydropower Project - Electro-mechanical rehabili-tation and Upgrading : Prepared feasibility reports on re-habilitation of existing equipment, and possible upgrading of scheme capacity. Prepared headworks and desanding basin modifications.

Nepal Electricity Author-ity Funding Agency: Gov-ernment of Nepal

West Nepal

37 Micro-Hydropower Inventory Studies : Undertook dis-trict-wide review of micro-hydro potential and recon-naissance level design for 10 most promising sites in each of three districts.

Canadian International Water and Energy Con-sultants Funding Agency: Canadian International Development Agency.

East & West Nepal

38 Jhimruk Hydropower Project (12 MW) : Undertook de-sign, preparation of tender documents, project manage-ment and construction supervision of all works for the project. This included a 2 km tunnel and underground penstock, physical model of headworks, and extensive river training works.

Butwal Power CompanyPvt. Ltd.Funding Agency: Govern-ment of NepalNORAD

West Nepal

39 Andhi Khola Hydropower Project (5.1 MW) : Undertook design and construction supervision of this project. This included headworks tunnel and underground power-house, and surface and access infrastructure.

Butwal Power Company Funding Agency: Govern-ment of Nepal NORAD

West Nepal

40 Tinau Hydropower Project (1 MW) : Undertook the de-sign of dam and intake rehabilitation works as well as supervision of construction for the project.

Nepal Electricity Authori-ty Funding Agency: HMGN

West Nepal

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HC

EL T

eam

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Financial Report

Settling basin and spillway

Fiscal Year 2068/69 (2011/12)

Settling Basin of Tadi Hydropower Project

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PP Pradhan & Co

Sanepa, Lalitpur, PO Box: 3242

Kathmandu, Nepal

Tel: +977 1 5551126 Fax: +977 1 5532878

AUDITORSREPORT

Auditor’s Report to the shareholders of Hydro Consult Pvt. Ltd

Report on the Financial Statements

We have audited the attached financial statements of Hydro Consult Pvt. Ltd., which comprise the Balance Sheet as at 31 Ashadh 2069 (15 July 2012), Income Statement, and Cash Flow Statement of the year ended on that date and a summary of significant accounting policies and notes relating to the annual accounts.

Management’s Responsibility for the Financial StatementsManagement of the company is responsible for the preparation and fair presentation of these financial statements in accord-ance with Nepal Accounting Standards. This responsibility includes: designing, implementating and maintaining internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are rea-sonable in the circumstances.

Auditor’s ResponsibilityOur responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with Nepal Standards on Auditing. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial state-ments. The procedures selected depend on our judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, we consider internal control rel-evant to the entity’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s inernal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of account-ing estimates made by management, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion

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OpinionIn our opinion, the attached financial statements give a true and fair view of the financial position of Hydro Consult Pvt. Ltd., as at 31 Ashadh 2069 (15 July 2012) and of its financial performance and cash flows for the year then ended in accordance to Nepal Accounting Standards.

Report on Other legal and Regulatory RequirementsOn the basis of our examination and according to explanations given to us, we would like to further report that:

1. We have obtained all the information and explanations, which were considered necessary for the purpose for our audit.2. The books of accounts as required by the prevailing Law have been maintained by the company.3. The balance Sheet, the Income Statement and Cash Flow Statement have been prepared in accordance with Nepal Accounting Standards and are in agreement with the books of accounts maintained by the company.4. We have not come across the cases where the directors or any representative or any employee of the company has acted against law or caused any loss or damage to the company or misappropriated any funds of the company.

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HYDRO CONSULT PVT LTD (Hydro-Consult Engineering Ltd Since September 18, 2012)Balance SheetAs on Ashad 31, 2069( July 15, 2012)

Particulars Sch. F.Y 2068/69 NPR F.Y 2067/68 NPR

1. Sourecs Of Fund 1 Shareholder's Fund Share capital 1 10,000,000 10,000,000 Reserve and Surplus 2 17,717,268 9,493,370 Total Shareholder's Fund 27,717,268 19,493,370 2 Other Funds Advance Share Capital 1,422,656 1,422,656

Total 29,139,924 20,916,026

2. Application Of Fund 1 Fixed Assets 6 Gross Block 16,850,890 16,094,528 Less: Depreciation reserve (7,391,706) (4,874,178) Net Block (A) 9,459,184 11,220,351 2 Deferred Tax Assets 299,532 - 3 Current Assets: Debtors and Accounts Receivable 3 30,046,815 16,780,009 Cash in hand and at Bank 4 2,715,020 9,302,881 Current work in progress 5 2,548,831 2,388,165 Advance and Deposit Paid 7 6,534,310 2,188,181

Total Current Assets 41,844,975 30,659,237

4 Less: Current Liabilities and Provisions Creditors and Accounts Payable 8 4,873,910 7,507,318 Advance and Deposit received 9 9,813,857 9,236,856 Provision for Bonus 1,023,042 1,178,511 Provision for Tax 5,252,331 2,946,277 Other Provisions 10 1,500,628 94,600

Total Current Liabilities and Provisions 22,463,768 20,963,561 Net Current Assets 19,381,207 9,695,675

Total 29,139,924 20,916,026

Schedule 1-15 form an integral part of this financial statement.

Pawan Kumar Khadka Finance Manager

Manohar Shrestha

Chief Executive OfficerRadheshyam Shrestha

Director

Gokul Sharma

DirectorPratik Man Singh Pradhan Director

Pratap Prasad Pradhan

For PP Pradhan & Co.

Chartered Accountant

Ranjan Lohar

ChairmanDate: November 9, 2012

For PP Pradhan & Co.

Chartered Accountant

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HYDRO CONSULT PVT LTD (Hydro-Consult Engineering Ltd Since September 18, 2012)Income StatementFor the year ended Ashad 31, 2069( July 15, 2012)

Particulars Sch. F.Y 2068/69 NPR F.Y 2067/68 NPR

Operating IncomeConsultancy Services 11 58,783,876 56,256,868 Other Operating Income - - Total Operating Income 58,783,876 56,256,868

Operating ExpenseDirect Cost 13 37,866,714 30,155,265 Total Operating Expense 37,866,714 30,155,265 Gross Operating Profit 20,917,162 26,101,603 Administrative and Other ExpensesAdministrative Expenses 14 8,941,403 10,214,505 Depreciation & assets written off 3,017,154 3,183,821 Total Administrative and Other Expenses 11,958,557 13,398,325

Non-Operating Income:Interest Income 12 1,629,309 130,342 Miscellaneous Income 665,548 130,000 Total Non-Operating Income 2,294,856 260,342

Profit Before Bonus And Tax 11,253,462 12,963,619 Provision for Employee Bonus 1,023,042 1,178,511 Profit Before Tax 10,230,420 11,785,108Provision for Corporate Tax 2,306,054 2,946,277 Deferred Tax Income 299,532 -

Net Profit for Appropriation 8,223,898 8,838,831

Profit & Loss Appropriation Account

Last Year's Balance 9,493,370 654,539 Profit for this fiscal year 8,223,898 8,838,831 Total 17,717,268 9,493,370 Less: Proposed Dividend - - Prior Year Adjustment - -

Balance Transferred to Balance Sheet 17,717,268 9,493,370

Schedule 1-15 form an integral part of this financial statement.

Pawan Kumar Khadka Finance Manager

Manohar Shrestha

Chief Executive OfficerRadheshyam Shrestha

Director

Gokul Sharma

DirectorPratik Man Singh Pradhan Director

Pratap Prasad Pradhan

For PP Pradhan & Co.

Chartered Accountant

Ranjan Lohar

ChairmanDate: November 9, 2012

For PP Pradhan & Co.

Chartered Accountant

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As on Ashad 31, 2069 (July15,2012)

Sno. Particulars F.Y 2068/69 NPR F.Y 2067/68 NPR

A. Cash Flow from Operating Activities1 Profit before Tax 10,230,420 11,785,108 Add:Non Cash & Non Operating Expenses 1 Depreciation 3,017,154 3,183,821 Exchange Loss 13,372 - 2 Bonus Provision 1,023,042 1,178,511 3 Other Provisions 1,406,028 - Less: 1 Interest & other Non Operating Income (2,294,856) (130,342)2 Bonus paid (1,178,511) (125,907) Cash Flow before Working Capital adjustments 12,316,648 15,891,191 1 Decrease (Increase) in Current Assets (15,153,254) 5,183,100 2 Increase (Decrease ) in Current Liabilities (338,794) (6,146,637) Operating Cash flow before tax adjustment (3,175,400) 14,927,654 Less: Tax Paid (4,353,776) (850,741) Net Cash Flow from Operating Activities (7,529,176) 14,076,913

B Cash Flow from Investing Activities1 Fixed Assets Sales( purchased) (1,353,542) (5,649,431)2 Interest Income 2,294,856 130,342 Net Cash Flow from Investing Activities 941,314 (5,519,089)

C Cash Flow from Financing Activities 1 Issue of Share Capital - - 2 Advance Share Capital - - Net Cash Flow from Financing Activities - -

D Net Change in Cash & Cash Equivalent (A+B+C) (6,587,861) 8,557,824 E Cash and Bank Balance at the Beginning of the Year 9,302,881 745,057

F Cash and Bank Balance at the End of the Year 2,715,020 9,302,881

Schedule 1-15 form an integral part of this financial statement.

Pawan Kumar Khadka Finance Manager

Manohar Shrestha

Chief Executive OfficerRadheshyam Shrestha

Director

Gokul Sharma

DirectorPratik Man Singh Pradhan Director

Pratap Prasad Pradhan

For PP Pradhan & Co.

Chartered Accountant

Ranjan Lohar

ChairmanDate: November 9, 2012

For PP Pradhan & Co.

Chartered Accountant

HYDRO CONSULT PVT LTD (Hydro-Consult Engineering Ltd Since September 18, 2012)Statement of Cashflow

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Statement of Changes in Equity For the year Ended Ashad 31, 2069(July 15,2012)

Particulars Share Capital Retained Earnings Total

Last Year's Balance 10,000,000 9,493,370 19,493,370 Proposed Dividend for the year - - - Profit for the year - 8,223,898 8,223,898 Prior Year Adjustment - - -

Balance as on 31st Ashad 2069 10,000,000 17,717,268 27,717,268

Date: November 9, 2012

Particulars F.Y 2068/69 NPR F.Y 2067/68 NPR

Authorised Share Capital(2,00,000 ordinary shares of Rs. 100 each) 20,000,000 20,000,000 Issued and called up Capital (1,00,000 ordinary shares of Rs. 100 each) 10,000,000 10,000,000 Paid up Share Capital (1,00,000 ordinary shares of Rs. 100 each) 10,000,000 10,000,000

Total 10,000,000 10,000,000

Schedule 1

Share CapitalAs on Ashad 31, 2069 (July 15 2012)

Particulars F.Y 2068/69 NPR F.Y 2067/68 NPR

Retained Earnings This year 8,223,898 8,838,831 Last year 9,493,370 654,539

Total 17,717,268 9,493,370

Reserve and SurplusAs on Ashad 31, 2069 (July 15 2012) Schedule 2

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Nyadi Hydropower Project - 986,423 Tadi Khola HP - 976,675 Detail design of Kabeli - A HEP 807,549 - Gura SHPP 1,041,008 425,066 AHP Upgrading 700,274 -

Total 2,548,831 2,388,165

Current Work in Progress (WIP)As on Ashad 31, 2069 (July 15 2012) Schedule 5

Particulars F.Y 2068/69 NPR F.Y 2067/68 NPR

Butwal Power Company Ltd. 1,775,960 2,157,821 Nyadi Hydropower Ltd. 12,077,226 - Kabeli Energy Ltd. 8,244,220 10,063,132 BPC-ERMC JV 683,163 2,893,699 Adisakti Bidyut Bikash Company 2,063,917 739,405 Mount Kailash Energy Pvt. Ltd. 2,761,750 - Environment & Social Studies Dep. (NEA) 145,148 - Lamjung Electricity Development ( LEDCO) 892,000 - Himalayan Power Partner 2,260 - Multiconsult 476,520 - Khudi Hydropower Ltd. 924,652 925,951

Total 30,046,815 16,780,009

Debtors and Accounts ReceivablesAs on Ashad 31, 2069 (July 15 2012) Schedule 3

Particulars F.Y 2068/69 NPR F.Y 2067/68 NPR

Cash in Hand 7,176 6,973 Standard Chartered Bank Nepal Ltd. 25,205 25,205 Bank of Kathmandu Ltd. - 81,311 Himalayan Bank Ltd. 2,682,639 9,189,392

Total 2,715,020 9,302,881

Cash in Hand and at BanksAs on Ashad 31, 2069 (July 15 2012) Schedule 4

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Particulars F.Y 2068/69 NPR F.Y 2067/68 NPR

Business Advance to Staff 260,921 28,222 Advance to Associate Companies - - Telephone Deposit 24,500 31,500 Short term Deposit - - Niltara W & E Pvt. Ltd - 100,000 Power Communication Pvt. Ltd - 30,000 Prepaid Expenses 95,004 77,899 Miscellaneous Deposit 8,000 4,500 Salary Advance 100 66,849 Advance Income Tax -67-68 1,717,612 1,717,612 Advance Income Tax -68-69 4,337,958 - Advance to others 4,263 - Devi Maya Shrestha (House Owner) 85,951 131,600

Total 6,534,310 2,188,181

Advance & Deposit PaidAs on Ashad 31, 2069 (July 15 2012) Schedule 7

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Particulars F.Y 2068/69 NPR F.Y 2067/68 NPR

Enviro- Dev (Norway) 390,447 - Sathi Trading International Pvt Ltd 11,930 - Modern Cleaning & Services pvt Ltd 10,051 - Mitra Kunj 5,100 - Matrix Trading Pvt. Ltd - 23,192 Subidha Sewa Pvt. Ltd. 4,310 33,425 B.S.Trading - 22,367 Nissan Securities Pvt. Ltd. 42,147 34,119 East Surveying Pvt. Ltd. - 236,302 TDS and Remuneration Tax Payables 601,642 427,498 Salary Payable 496,289 859,893 BPC Employees Welfare Fund - 29,687 Provident Fund Deduction - 76,988 Citizen Investment Trust Deduction - 492,926 VAT Payable 1,856,661 4,586,084 Other Payables 5,851 28,254 Pasupati marketing & Sales - 19,080 Prakriti Pure Drining Water Pvt Ltd 7,291 - Subisu Cable Net - 20,070 Gates Computer Pvt. Ltd - 15,945 NLG Insurance Company Ltd. - 34,215 Palm Infotech Pvt.Ltd 1,376 1,376 Other Liabilities to Employees 1,044,929 550,765 East Management & Engineering Service Pvt Ltd 780 780 Saroj Cold Store - 10,015 Info Developers Pvt Ltd 257,732 - Mercantile Traders 12,794 - Laxmi Store 8,015 - Prasad Transportation Service 96,300 - Nepal Environment & Scientific Pvt. Ltd 20,267 4,337

Total 4,873,910 7,507,318

Creditors and Accounts PayableAs on Ashad 31, 2069 (July 15 2012) Schedule 8

Particulars F.Y 2068/69 NPR F.Y 2067/68 NPR

Reliance Hydropower Private Limited 600,000 600,000 Himalayan Water Research & Energy(HWREDC) 490,000 490,000 ERMC-BPC-MASINA-DE JV 300,000 - Support Loan - 21,406 Vandana Power Venture 203,270 - Sanima Mai Hydropower Ltd 95,138 - Advance received from Gura SHP 8,125,450 8,125,450

Total 9,813,857 9,236,856

Advance & Deposit ReceivedAs on Ashad 31, 2069 (July 15 2012) Schedule 9

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Particulars F.Y 2068/69 NPR F.Y 2067/68 NPR

Provision for Audit fee 72,500 94,600 Provision for Leave Earned 1,198,128 - Provision for Legal Expenses 230,000 - Total 1,500,628 94,600

ProvisionsAs on Ashad 31, 2069 (July 15 2012) Schedule 10

Particulars F.Y 2068/69 NPR F.Y 2067/68 NPR

Consultancy Services 58,783,876 56,256,868

Total 58,783,876 56,256,868

IncomeFor the year ended Ashad 31, 2069 (July 15 2012) Schedule 11

Particulars F.Y 2068/69 NPR F.Y 2067/68 NPR

Interest 1,629,309 130,342Fine & Penalties 10,763 -Miscellaneous Income 654,785 -

Total 2,294,856 130,342

Interest & Other IncomeFor the year ended Ashad 31, 2069 (July 15 2012) Schedule 12

Particulars F.Y 2068/69 NPR F.Y 2067/68 NPR

Staff Cost (Sub Sch-13.1) 27,520,590 20,167,473 Engineering Consultancy (Sub Sch-13.2) 8,912,379 8,320,895 Field Expenses (Sub Sch-13.3) 728,093 963,078 Vehicle Operation (Sub Sch-13.4) 705,652 703,818

Total 37,866,714 30,155,265

Direct CostFor the year ended Ashad 31, 2069 (July 15 2012) Schedule 13

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Particulars F.Y 2068/69 NPR F.Y 2067/68 NPR

A. Administrative Overhead Office Rent 1,752,900 1,670,266 Electricity & Water 582,885 472,338 House Keeping 58,356 66,533 Minor Furniture and Fixtures - 23,650 Minor Office Supplies 258,242 695,228 Repair & Maintenance 107,184 144,326 Computer Expenses 60,797 98,169 Photocopy & Binding 251,325 279,101 Printing & Stationery 308,901 321,355 Stationeries 138,484 219,795 Communication Related Expenses 590,723 562,248 Advertising 160,917 118,564 Books, Newspaper & Magazine 39,875 27,049 Gift and Donation 208,104 21,400 Membership & Renewal Fee 104,675 241,920 Transportation & Fares 652,273 362,104 Official Meeting Expense 2,130 3,728 Training & Seminar 407,977 281,776 Staff Motivation Activities & Workshops 350,022 345,610 Guest Entertainment 47,874 63,346 Medical Expenses 4,768 12,812 Photo & Audio/Video Expenses 550 100 Working Dress 36,252 - Regular Servicing & Maintenance 26,845 - Provision for Bad Dept - 1,984,114 Foreign Currency Exchange Rate Loss 113,372 - Minimum Guaranteed Incentive 240,915 - Bank Charges 24,058 500

Total 6,530,403 8,016,031 B. Other Overhead

AGM Expense 60,322 31,156 Audit Fee and Expenses 141,300 120,000 Legal Fee and Expenses 232,310 19,249 Board Meeting Expenses 12,326 2,524 Tender Bidding Expenses 6,000 14,028 Business Promotion 39,090 185,651 International Travel 590,126 945,297 Puja Expenses - 35,248 Service Fee - 20,510 Miscellaneous Expenses 14,710 24,582 Insurance Expenses 30,640 - Office Support Service & Security Expenses 1,284,175 800,231

Total 2,411,000 2,198,474 Total (A+B) 8,941,403 10,214,505

Administrative and Other OverheadFor the year ended Ashad 31, 2069 (July 15 2012) Schedule 14

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Particulars F.Y 2068/69 NPR F.Y 2067/68 NPR

Salary 10,678,781 8,594,497 Allowance 10,307,026 8,568,194 Provident Fund 518,034 507,050 Leave 2,315,781 704,087 Daily Wages 51,380 105,226 Overtime 145,443 49,546 Payment for Deputed Staff 208,893 257,745 Insurance 254,124 179,861 Dashain 905,507 451,099 PLI 2,135,622 750,168

Total 27,520,590 20,167,473

Staff CostFor the year ended Ashad 31, 2069 (July 15 2012) Schedule 13.1

Particulars F.Y 2068/69 NPR F.Y 2067/68 NPR

Survey Expenses 1,527,745 1,827,214 Lab. & Test Expenses 2,000 2,060 Consultancy Fee 7,382,634 6,491,622

Total 8,912,379 8,320,895

Engineering and Consultancy ExpensesFor the year ended Ashad 31, 2069 (July 15 2012) Schedule 13.2

Particulars F.Y 2068/69 NPR F.Y 2067/68 NPR

Transportation and Transport Taxes 450 224,072 Per Diem/Allowances 702,882 722,721 Field Consumable 24,761 16,285

Total 728,093 963,078

Field ExpensesFor the year ended Ashad 31, 2069 (July 15 2012) Schedule 13.3

Particulars F.Y 2068/69 NPR F.Y 2067/68 NPR

Fuel and Lubricants 488,215 395,578 Insurance 97,014 124,548 Taxes & others 73,805 84,740 Regular Services and Maintenance 46,618 98,953

Total 705,652 703,818

Vehicle OperationFor the year ended Ashad 31, 2069 (July 15 2012)

Schedule 13.4

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Background:Hydro Consult Pvt Ltd(HCPL )was established on 24 March 1998 and was owned by People Energy and Environment Development Association (PEEDA). Butwal Power Company Limited (BPC) acquired 80% share of the company on 16 July 2009, and remaining 20% is owned by PEEDA. BPC trans-ferred engineering consultancy business, fixed assets, good-will of its Engineering Department (BPC Hydroconsult) to HCPL with the objective to run the Engineering consultancy business as the separate entity. HCPL has inherited 25 years of professional experience from the Engineering Department of BPC. The company acquired public limited status on 18th September 2012 and took its new identity as Hydro-Consult Engineering Limited (HCEL) from a private limited company Hydro Consult Pvt Ltd (HCPL)

1. Basis of Presentation The Financial Statements of Hydro Consult Pvt Ltd are prepared in accordance with Nepal Accounting Standard and the prevailing rules of the Company Act 2063 (2006). Except where otherwise stated, they are based on accrual and historical cost convention.

2. Capitalization of Fixed Assets All fixed assets are recorded at cost-less accumulated depreciation. All direct costs relating to the acquisition and installation of fixed assets are capitalized. Office furniture, equipment and vehicles costing less than NPR. 5,000 per unit is charged to the profit and loss account in the year of purchase.

3. Depreciation and Amortization Office furniture, equipment, vehicles and other assets are depreciated using the diminishing balance method at rates prescribed in the Income Tax Act 2058. Depreciation charge for each period has been recognized in Profit and Loss Statement. 4. Foreign Currency Transactions in foreign currency are stated in terms using the exchange rate prevailing on the date of transaction. Foreign currency assets and liabilities held in foreign currency on the date of balance sheet are given in Nepalese rupees using the buying rate of Nepal Rastra Bank on that date.

5. On-going Contracts and Projects Income for on-going contracts are recognised as per the contract agreement with the parties. Expenditure on on-going engineering and consultancy works are shown at cost as Current Work in Progress.

6. Retirement Benefits Retirement benefits for employees includes a provident fund, a citizen investment trust and a gratuity scheme. Pe-riodic contributions are made to the provident fund and charged to Profit and Loss Statement as Staff cost. Regu-lar employees are eligible for the gratuity after completing continuous three years of service in the company. None of the employees are eligible for gratuity for this year.

HYDRO CONSULT PVT LTD (Hydro-Consult Engineering Ltd Since September 18, 2012)

Significant Accounting Policies andNotes Relating to the Annual Accountfor the Fiscal Year 2068/69 (2011/12)

Schedule 15

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48Name of the company Transaction Amount

Kabeli Energy Ltd. Tender Document & Detail Design 10,428,927 Nyadi Hydropower Ltd Construction Supervison and Design works 14,105,130 Butwal Power Company Ltd For Repair work of Jhimruk, Lower Manang Marshyandi Hydropower Project and Design of Adhikhola Upgrading 13,673,878

Total 38,207,935

9.1 Details of Transactions with related parties

7. Provision for Employees Bonus The Bonus has been provisioned at 10% of the net profit of the year as per the Bonus Act.

8. Figures of the previous year and rounding offThe figures of FY2067/68 have been regrouped and reclassified wherever necessary to make comparison with the figures of FY2068/69. All figures are in Nepalese Rupees if not otherwise specified and have been rounded off to the nearest rupee.

9. Transaction with Related Parties All transactions with related parties were carried out at arms length. Almost 60% business of HCEL was with the subsidiary companies of Butwal Power Company (BPC). The client Kabeli Energy Ltd., Nyadi Hydro Power Ltd. are the subsidiary companies of BPC.

10. Provision of Income tax Under provision of tax of fiscal year FY 2067/68 paid with interest and other charges has been adjusted in fiscal year 2068/69. Tha adjustment amount is NPR. 671,911. Equal amount has been shown in the advance tax heading as per the NAS 9 and IAS 12.

11. Deferred Tax Deferred tax is calculated as per Nepal Account-ing Standard (NAS). The assets of NPR 299,532 arises from the calculation of deferred tax because of tem-porary timing differences and has been shown in the balance sheet separately as deferred tax assets. 12. Change in Company Name and status Hydro Consult Pvt Ltd has been changed into Public Limited Company from Ashoj 2, 2069. With the change in company's status from private to public, the company has adopted the new name "Hydro-Consult Engineering Ltd"(HCEL) follow-ing all the procedures required as per the Company Act 2063. Thus the financial statement of Hydro Consult Pvt Ltd has been adopted as of Hydro-Consult Engineering Ltd.

13. Schedules Schedules 1-15 form integral part of the financial statements.

Date: November 9, 2012

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0%

5%

10%

15%

20%

25%

30%

35%

40%

45%

50%

FY 2066/67 FY 2067/68 FY 2068/69

Gross Profit Margin

Operating Profit

Margin

SN Parameters UOM FY 2068/69 FY 2067/68 FY 2066/67

1 Liquidity Ratios Current Ratio x 1.86 1.46 1.14 II Profitability Ratios Profitability Ratios related to Sales Profit Margins 1 Gross Profit Margin % 36% 46% 17%2 Operating Profit Margin % 15% 23% 6%3 Net Profit Margin % 14% 16% 4% Expenses 4 Operating Expenses Ratio % 76% 69% 88%5 Administrative Expenses Ratio % 24% 31% 12%III Investments Ratio 6 Return on Assets % 35% 56% 10%7 Return on Capital Employed % 39% 62% 11%8 Return on Equity % 30% 45% 9%9 Book Value Per Share NRs 277.17 194.93 106.55 10 Earnings Per Share NRs 82.24 88.39 9.44 11 P/E Ratio x NA NA NAIV Assets Efficiency Ratios 12 Total Assets Turnover Ratio x 2.02 2.69 2.00 13 Working Capital Turnover Ratio x 3.03 5.80 7.28 V Capital Structure 14 Debt-Equity Ratio x 5% 7% 13%15 Equity to Assets Ratio x 0.95 0.93 0.88

Profitability Ratio:The gross profit margin was 36% in 2068/69. The increment in the direct expense such as field visits, use of foreign ex-perts, inclusion of leave provision and full year PLI unlike FY

2067/68 caused reduction in gross profit margin. Company expects consistency in this ratio in the year to come. The operating profit margin relatively decreased due to reduc-tion in gross profit margin.

ANALYSIS

RATIO

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Expenditure to Sales Ratio:The direct expenditure increased to 76% of the total ex-pense. These expenditures were for maintaining quality and reliability of the projects undertaken. Company expects to keep these expenditures in line with the budget and maintain quality in its services.

0%

10%

20%

30%

40%

50%

60%

70%

80%

90%

FY 2066/67 FY 2067/68 FY 2068/69

Operating Expenses Ratio

Administrative Expenses Ratio

Investment Ratio:Return on Assets was 35% and Return on Equity was 30% in FY 2068/69. The retention of the last year profit figure caused the decrease in return on equity relative to corre-sponding figure of FY 2067/68. As the nature of business is

The administrative expenditure was reduced by 4%. The company has given priority to enhance the efficiency and op-timize its resources. This has been depicted through reduc-tion in its administrative expenses.

service based unlike the capital intensive businesses, the con-sultancy income and the equity investment has little correla-tion which has been depicted here. The company has been able to maintain attractive return on the competitive market situation.

80%

60%

40%

20%

0%FY 2066/67

Return on Assets

FY 2067/68 FY 2068/69

Return on Equity

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The Book value per share increased to NPR.277.17 from NPR. 194.93 and it reflects the financial strength of the company. Earning per share slightly decreased to NPR. 82.24 from NPR. 88.39 due to the increment in direct expenses in comparison to fiscal year 2067/68.

Assets Efficiency Ratios:The total assets turnover ratio was 2.02 times. This indi-cates that the company efficiently utilized its assets for generating revenue. The working capital turnover ratio decreased to 3.02 times. The major factor responsible for the decrease was the increase in receivables due to delay in financial closer of the projects developed by our clients. Since the projects are near to the financial closer and the clients are in the process of obtaining bank finance, the receivables are expected to be collected timely. The next factor was timely payment of the current liabilities by the company. The company is putting effort to increase the working capital efficiency.

Financial Risk Analysis:Financial Risk refers to the risk of liquidation for not being able to pay back the interest or loan amount to the lend-

ers on time. It even indicates the risk associated with liquidity crisis. The financial risk affects the shareholders, the company and the lenders. The nature of business of HCEL is less likely to be affected by financial risk. The business is less capital intensive. Thus, most of the funds are available in the form of equity and retained earnings. HCEL has not used borrowed fund except NPR.1.4 mil-lion from the shareholder, BPC in the form of Advance for Share Capital. The financial gearing of 5% is due to the existence of this Advance for Share Capital. The com-pany’s current liabilities have been sufficiently backed up by the receivables which have negligible chances of being default. The current ratio of 1.87:1 had been maintained as on Ashad 31, 2069. The ratio is consistent at present as well. There is less likely to have any contingent liabili-ties for the company. Sufficient provisions have been cre-ated to cope up with the prospective financial obligation resulted from the past events. All compliance of legal regulations as well as efficient credit control mechanism have further downsized the financial risk. These control procedures have also reduced the financial risk and li-quidity problem of the company.

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'(HCEL) specializes in engineer-ing, environment and social consultancy in hydropower, irrigation and other infrastructure development sectors. HCEL is the first consultancy organiza-tion to receive public limited status in Nepal. The company acquired public limited status on 18th September 2012 and took its new identity as Hydro-Consult Engineering Limited (HCEL) from a private limited company Hydro Consult Pvt Ltd (HCPL)

Provide quality and cost-effective en-gineering services in water resources focusing on hydropower, environment and infrastructure sectors being a globally recognized consultant.

Center of excellence in engineer-ing services in water resources and infrastructure development with due respect to environment and stakeholders.

Company Profile

Mission Statement

Vision

HCPL was established on 24 March 1998 and was owned by People Energy and Environ-ment Development Association (PEEDA). Butwal Power Com-pany Limited (BPC) acquired 80% share of the company on 16 July 2009, and remaining 20% is owned by PEEDA. BPC trans-ferred engineering consultancy business, fixed assets, goodwill of its Engineering Department (BPC Hydroconsult) to HCPL with the objective to run the Engineer-

ing consultancy business as the separate entity. HCPL has inherited 25 years of professional experience from the Engineering Department of BPC.

With its new identity, the finan-cial statements and all the legal documents of the company will be presented, published and communi-cated in the name of Hydro-Consult Engineering Ltd (HCEL).

Corporate IdentItyNew Name: Hydro-Consult Engineering LtdOld Name: Hydro Consult Pvt Ltd (1998 to 2012)Status: A Public Limited Company under Company Act 2063Date of Conversion to Public Ltd: September 18, 2012Corporate Office: Buddhanagar, KathmanduArea of Specialization: Engineering services, Social and Environmental Services in Hydro Power and Infra structure developmentOwnership: Institutional Shareholders Butwal Power Company Ltd (80%) People, Energy & Environment Development Association (20%)VAT No: 500012033Registration No: 97410

300

250

200

150

100

50

0

Fy 2066/67 Fy 2067/68 Fy 2068/69

Book Value Per Share

NPR

Earning Per Share

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HYDRo-ConSult EnGInEERInG lIMItEDGpo Box: 14408 Kathmandu, nepaloffice location: pabitra Marga, Buddha nagartel: +977-1-4782507 / 4785920Fax: +977-1-4785920Email: [email protected]: www.bpch.com.np

Andhikhola Weir

ANNUALREPORT

Hydro-ConsultEngineering Limited

2012