Bangladesh merger control (2019)
Produced in partnership with Dr. Kamal Hossain and Associates
Bangladesh merger control (2019)

The following Competition guidance note Produced in partnership with Dr. Kamal Hossain and Associates provides comprehensive and up to date legal information covering:

  • Bangladesh merger control (2019)
  • 1. Have there been any recent developments regarding the Bangladeshi merger control regime and are any updates/developments expected in the coming year? Are there any other ‘hot’ merger control issues in Bangladesh?
  • 2. Under Bangladeshi merger control law, is the control test the same as the EU concept of ‘decisive influence’? If not, how does it differ and what is the position in relation to 'minority shareholdings'?
  • 3. Are joint ventures caught by the national merger control provisions (including non-structural, cooperative joint ventures)?
  • 4. What are the merger control thresholds and would a purely foreign-to-foreign transaction be caught (commenting on any ‘effects’ doctrine/policy if relevant)?
  • 5. Are there any specific issues parties should be aware of when compiling and calculating the relevant turnover for applying the jurisdictional thresholds?
  • 6. Where the jurisdictional thresholds are met, is notification mandatory and must closing be suspended pending clearance?
  • 7. Is there any discretion to review transactions that fall below the notification thresholds?
  • 8. Is it possible to close the deal globally prior to local clearance?
  • 9. Is there a deadline for filing a notifiable transaction and what is the timetable thereafter for review by the BCC (and other authorities)?
  • more

A conversation with Sharif Bhuiyan, partner, and Maherin Khan, senior associate, at Bangladeshi law firm Dr. Kamal Hossain and Associates, on key issues on merger control in Bangladesh.

NOTE–to see whether notification thresholds in Bangladesh and throughout the world are met, see Where to Notify.

1. Have there been any recent developments regarding the Bangladeshi merger control regime and are any updates/developments expected in the coming year? Are there any other ‘hot’ merger control issues in Bangladesh?

There have been no notable recent developments regarding the Bangladeshi merger control regime, nor are there any updates/developments expected in the coming year, except that a new company law may be enacted.

There is no consolidated legislation in Bangladesh dealing with mergers and acquisitions. A number of statutes and by-laws regulate acquisitions and mergers in Bangladesh. The most relevant legislation are the Companies Act 1994 (the Companies Act), the Securities and Exchange Ordinance 1969 (the SEC Ordinance), the Bangladesh Securities and Exchange Commission Act 1993 (the SEC Act), the Foreign Exchange Regulation Act 1947 (FERA), the Competition Act, 2012 (the Competition Act) and the by-laws made under these statutes.

There are also other sector-specific laws which deal with mergers and acquisitions in specific areas (for example, the Insurance Act 2010 for insurance companies, the Bangladesh Telecommunication Regulation Act 2001 for the telecom sector, etc).