About Nepse Lightning
Learn about Nepse Lightning and our mission to transform Nepal's private markets.
Nepse Lightning is a digital marketplace designed to give investors early access to Nepal’s most promising private companies—in some cases, well before they list on NEPSE.
We bring structure, transparency, and accessibility to unlisted shares (private startups or promoter holdings), and pre-IPO investments, enabling informed participation in high-growth opportunities traditionally reserved for insiders.
Nepse Lightning was built to solve a critical capital access problem in Nepal. Many Nepali businesses and startups struggle to grow not due to a lack of ideas, but a lack of structured access to capital. We are building Nepal’s first marketplace that facilitates funding for early-stage and pre-IPO companies in a transparent and responsible way. Founded by a Nepali technologist who left the country following the 2019 blockchain ban and returned after half-a-decade of global experience, Nepse Lightning brings modern private-market infrastructure to Nepal—supporting businesses before they go big or public, and empowering investors before the opportunity becomes obvious.
By democratizing access to private equity, we aim to foster a more inclusive and dynamic entrepreneurial ecosystem in Nepal, where promising companies can thrive and investors can participate in the growth story of the nation from the ground floor.
Glossary
| Word | Definition |
|---|---|
| Unlisted shares | Promoters, Private equity, Unlisted Public company, or private company shares. |
| Pre-IPO | Investment in a company before it is listed on NEPSE. In Nepal, this is usually done through private placement rounds before public issue/listing. |
| Private equity | Capital invested in private businesses that are not publicly traded. |
| Vesting | A schedule that gives founders, employees, or advisors ownership over time instead of all at once. |
| Cliff | The minimum period before any vested shares are earned, often used to ensure a meaningful commitment before equity starts unlocking. |
| Liquidation preference | A term that determines which investors get paid first, and how much, during a sale, merger, or liquidation event. |
| Anti-dilution | Protection that adjusts an investor’s ownership economics if a later funding round happens at a lower valuation. |
| Pro-rata rights | The right for an existing investor to invest in future rounds so they can maintain roughly the same ownership percentage. |
| Option pool | A block of company equity reserved for future hires, advisors, or management incentives, which can dilute existing shareholders. |
| Participating preferred | A preference structure where investors first recover their preferred amount and then also share in the remaining proceeds. |
| Board control | The power to influence major company decisions through board seats, voting rights, or reserved matters. |
| Tranched funding | Capital committed and released in stages, usually after the company meets agreed milestones or performance targets. |
| Promoters | Founders or controlling stakeholders who hold promoter shares in a company. |
| Listed companies promoter shares (Ltd.), unlisted companies promoter shares (Ltd.), private company (Pvt. Ltd.) | Promoter shares can come from listed public companies (Ltd.), unlisted public companies (Ltd.), or private companies (Pvt. Ltd.). The legal structure, transfer process, disclosures, lock-in rules, and liquidity can differ across these categories. |
| 3-year lock-in period (Promoters) | After a company is listed, promoter shares are typically restricted from sale for 3 years under prevailing Nepal regulations. |
| 6-month lock-in period (Mutual Funds) | Units or allocated shares received by mutual funds in certain issues are generally restricted from sale for 6 months under applicable rules. |
| BSUS (Buy/Sell Unlisted Share Platform) | A platform where eligible participants can buy and sell unlisted shares through structured private transactions. |
| OTC market | Over-the-counter market for trading eligible unlisted securities. If an IPO/listing does not happen, trading activity generally shifts to OTC-type secondary transfers where legally permitted. |
| Private company, Public company: Listed vs Unlisted (Nepal context) | Private company shares are not offered to the general public. Public company shares can be offered publicly. Listed means admitted to NEPSE for exchange trading; unlisted means not admitted to NEPSE and traded through private transfer/OTC mechanisms where applicable. |
| Ballooning loan | A loan structure with smaller regular installments and a large lump-sum payment (the balloon payment) due at the end of the loan term. |
| Brokerage | A licensed intermediary service that executes buy/sell transactions for investors and charges broker commission/fees under Nepal market rules. |
| e-KYC | Electronic Know Your Customer verification process used to validate account identity. |
Team
 | Aaron Sim Founder | X (@aaronsiim) |