Corporate Governance in Bangladesh
Sound corporate governance is both a legal obligation and a business imperative for companies operating in Bangladesh. The Companies Act, 1994 imposes statutory requirements on all registered companies, while listed companies face additional obligations under the Bangladesh Securities and Exchange Commission (BSEC) Corporate Governance Code.
Key Governance Obligations
- Annual General Meeting (AGM) — Must be held within 15 months of the previous AGM. Financial statements must be approved and laid before shareholders.
- Board of Directors — Minimum two directors for private companies. BSEC requires independent directors for listed companies (at least one-fifth of board).
- Statutory Filings — Annual returns, financial statements, change of director/shareholder notifications, and share transfer forms must be filed with the RJSC.
- Company Secretary — Listed companies must appoint a qualified Company Secretary. Barrister Sarkar currently serves as Company Secretary at Nagad Limited.
LegalBD provides ongoing corporate secretarial support, board advisory services, and BSEC compliance management for listed and pre-IPO companies. Contact us for a governance review.