TOR for Statutory Audit and Global audit requirement of Restless Development Nepal Country Office

Terms of Reference (TOR)

Statutory Audit and Global audit requirement  of Restless Development Nepal Country Office (FY 2082/83)

1. Background: At the heart of everything we do is Youth Power. We believe that young people’s collective power can lead us through the world’s greatest challenges. That is why Restless Development trains, mentors, supports and connects thousands of young people globally to work together and solve some of today’s biggest challenges. We are a nonprofit global agency, and our latest Global Strategy is our roadmap to 2030. Our strategy guides our work globally and across our Hubs in India, Nepal, Sierra Leone, Tanzania, Uganda, Zambia and Zimbabwe. Since 1991, we have been amplifying the voices of young people from every caste, ethnicity and religion in Nepal to ensure that they receive comprehensive sexual education, claim their rights, end gender-based violence, end early child marriage and chhaupadi.  

Restless Development Nepal invites technical and financial proposals from qualified and legally registered Chartered Accountancy (CA) firms in Nepal to conduct the Statutory Audit (SA) of its Nepal Country Office (NCO) for Fiscal Year 2082/83 (July 17, 2025 – July 16, 2026). In addition, the selected auditor will support the Global Audit for the period 1 October 2025 to 30 September 2026 by auditing the financial records and issuing the required audited financial statements, including the Balance Sheet (Statement of Financial Position), Income Statement (Statement of Comprehensive Income), Receipts & Payments Account, Cash Flow Statement and other applicable financial reports, which will be used by Restless Development Global for the preparation of the Group's consolidated financial statements.

2. Objectives: The primary objective of the assignment is to provide an independent professional opinion on the financial statements of Restless Development Nepal and to assess compliance with applicable legal, regulatory, contractual, and internal control requirements.

The audit shall include, but not be limited to, the following areas:

A. Financial and Operational Compliance

• Assess the effectiveness of financial accounting, monitoring, internal control, and reporting systems against Restless Development's Global and National Finance Manuals.
• Verify that expenditures are incurred in accordance with approved budgets, donor agreements, Project Agreements (PA), and General Agreements (GA) signed with the Social Welfare Council (SWC).
• Review procurement procedures and asset management systems, including acquisition, utilization, tracking, and disposal of non-expendable assets.
• Verify compliance with the Income Tax Act, 2058, including Tax Deducted at Source (TDS), VAT/Reverse VAT requirements, and timely tax filings.

B. AML/CFT and Regulatory Compliance

• Assess compliance with Nepal's Asset (Money) Laundering Prevention Act, 2064, and applicable SWC Anti-Money Laundering and Countering Financing of Terrorism (AML/CFT) directives.
• Review Know Your Customer (KYC) and due diligence procedures applied to implementing partners, vendors, consultants, and other service providers.
• Verify that domestic and international fund transfers comply with Nepal Rastra Bank (NRB), SWC, and other applicable regulatory requirements, ensuring that funds are not transferred to restricted entities or used for terrorist financing.

3. Scope of Work

The selected audit firm shall:

• Conduct entrance and exit meetings with the management team.
• Collect and review all relevant financial, operational, and supporting documentation.
• Perform risk-based audit testing on financial transactions and accounting records.
• Review implementing partners' audited financial statements and assess their financial management capacity where applicable.
• The CA firm will also file the Organization annual return as per Income Tax Act.
• Evaluate the adequacy and effectiveness of internal control systems.
• Identify financial, operational, compliance, and AML/CFT risks and recommend practical mitigation measures.
• Report any significant weaknesses, irregularities, or non-compliance identified during the audit.

Audit Standards

The audit shall be conducted in accordance with:

• Nepal Standards on Auditing (NSA) issued by the Institute of Chartered Accountants of Nepal (ICAN); and
• International Standards on Auditing (ISA), where supplementary guidance is required.

4. Deliverables

The selected audit firm shall submit:

1. Inception Report

Including:

• Audit methodology
• Risk assessment framework
• Detailed work plan
• Audit timeline

2. Draft Audit Report and Management Letter

Including:

• Draft audited financial statements
• Audit observations
• Internal control weaknesses
• AML/CFT observations
• Recommendations for corrective actions
• Management responses

3. Final Audit Report

Submission shall include:

• Auditor's Independent Opinion
• Final audited financial statements
• Final Management Letter
• Actionable recommendations
• Three (3) hard copies and one electronic copy

5. Duration of the Assignment

The assignment is expected to be completed one Month before the annual Income Tax return.

The final audit report shall be submitted no later than 25th September 2026.

6. Minimum Qualification Requirements

The interested audit firm must meet the following minimum requirements:

Mandatory Requirements

• Hold a valid Certificate of Practice (COP) issued by the Institute of Chartered Accountants of Nepal (ICAN).
• Be legally registered in Nepal.

Professional Experience

• Minimum five (5) years of statutory auditing experience in Nepal.
• Demonstrated experience in auditing International Non-Governmental Organizations (INGOs).
• Strong understanding of Government of Nepal financial regulations, Social Welfare Council requirements (GA/PA), and the Labour Act, 2074.
• Demonstrated experience in assessing AML/CFT compliance within the non-profit sector.
• Successfully completed at least five (5) statutory audit assignments for INGOs during the last five years.
• Have sufficient qualified professional staff and the ability to travel to project locations, if required.

7. Evaluation Criteria

The proposals will be evaluated using the following weighted scoring criteria:

8. Submission of Expression of Interest (EOI)

Interested Chartered Accountancy firms are requested to submit the following documents:

• Cover Letter signed by the authorized representative.
• Combined Technical and Financial Proposal (maximum 10 pages, excluding annexes).
• Firm Registration Certificate.
• Valid ICAN Certificate of Practice and Renewal Certificate.
• VAT Registration Certificate.
• Tax Clearance Certificate for FY 2081/82.
• Updated CVs of the proposed Engagement Partner, Audit Manager, and key audit team members.
• Reference letters or completion certificates for at least three (3) similar statutory audit assignments conducted for INGOs.

Submission Details

Submission Method: recruitmentnepal@restlessdevelopment.org 

Email Subject: EOI for Statutory Audit FY 2082/83 and Global Audit Requirement 

Submission Deadline: On or before 31 July 2026.

Phone Number: 9849151291