Terms of Reference for Legal Services

Terms of Reference for Legal Services

Heifer Project International, a nonprofit corporation formed under the laws of the State of Arkansas, United States of America (“HPI”) is soliciting proposals from interested and competent law firms (each a “Law Firm” and collectively the “Law Firms”) for the legal services described below.

Scope.

(a) Represent HPI in Nepal (the “Country”) and, if requested in writing by HPI, to represent HPI subsidiaries and HPI-identified legally separate entities carrying out work in the Country as a member of HPI’s global action network (HPI, the subsidiaries, and the legally separate entities are collectively referred to herein as Heifer Nepal), and 

(b) Provide legal services regarding matters referred to Local Firm by HPI’s Country Director in the Country, HPI’s Senior Vice President if Programs for Asia, or HPI’s General Counsel in Little Rock, Arkansas.

Law Firm shall provide following services.

(a) Legal/Compliance Audit

• Conduct initial legal audit at the beginning of the engagement to ensure compliance with the applicable laws and regulations (including terms and conditions of various approvals).

(b) Compliance Checklist

• Prepare and circulate a compliance checklist for Heifer Nepal to ensure legal compliance as per applicable laws and regulations, including the Social Welfare Council (SWC).
• Follow up on and review of checklist to ensure effective compliance.

(c) Documentation

• Advise on documentation which needs to be maintained as per the applicable laws and regulations.

(d) Compliance and Secretarial Services

• Process compliance work, certification, and documentation at concerned governmental and quasi-governmental offices.

(e) Contract Management

• Draft and review grants and contracts, including but not limited to independent contractor agreements, memoranda of understanding, employment contracts, relationship agreements, leases, and similar agreements (with the understanding that HPI maintains templates for most grants and contracts).

(f) Legal Advice

• Tender legal advice on regular legal issues in relation to day-to-day operational matters.

(g) Approvals/Registration/Renewal

• Obtain and maintain for Heifer Nepal regular (at least annually) registrations and/or renewals at the Chief District Office (CDO), as well as in the province(s) where Heifer Nepal programs are implemented.
• Arrange and deliver, to concerned authorities, all documents and applications needed for procuring required approvals/licenses and ensuring timely registrations and renewals.  This includes processing and follow-up at applicable governmental and quasi-governmental offices.

(h) Others 

• Assist and advise on any and all legal issues (except those specifically excluded below) that Heifer Nepal may face in day-to-day operations, including but not limited to changes in banking and finance regulations, and representing Heifer Nepal at government and quasi-governmental offices for operational legal matters.
• Provide translation service for grants, contracts, and other documents (from English to Nepali and vice versa) up to ten (10) pages a month. Parties will agree upon charges for translations above 10 pages.
• Two visits per month to Heifer Nepal offices.

Exclusions

Retainer Work will exclude representing Heifer Nepal in lawsuits. Fees for such legal work will be negotiated by the Parties and agreed upon in a signed writing.

Qualifications and Requirements:

1. At least 5 years’ experience in providing legal services to International Non-Governmental Organizations or similar institutions.
2. Strong relationships with Government Authorities and other legal entities.
3. Fluent in English (both speaking and writing).
4. Nepali typing and editing skills.

Interested and competent Law Firms are requested to submit applications, along with the following documents mentioning below, in an email bearing the subject line “Application for Legal Services – Heifer Nepal” to procurement-np@heifer.org no later than 22nd July 2025, 5:00 PM.

1. Application Letter
2. Proposed service fees including all expenses per month (in NPR)
3. List of sample clients (if available and appropriate)
4. Legal Firm Registration with renewal
5. VAT/PAN Certificate
6. Tax Clearance Certificate FY 080/81
7. CVs of all partners, associates, and paralegals who will be involved in providing legal services to Heifer Nepal.