However, re-issuance of directive dated January 16, 2024 regarding Hybrid AGM has made the PLCs thoughtful again as you are aware there is a vested quarter that intentionally creates disturbances in the AGMs for their own personal gains and which is detrimental to the interest of genuine shareholders. Being allowed to hold virtual AGM, listed companies have been able to eliminate this disturbance at physical venues whilst ensuring that all rules and laws are complied with.
By the repeated requests and intervention of BAPLC, BSEC allowed virtual AGM and EGM for the issuer companies whose securities are being traded under “A” category continuously for the last 5 (Five) years. The Association has been in touch with the Commission to encourage them to enable virtual AGMs for all listed companies.
With frequent requests from BAPLC, the Commission has made some amendments to the Corporate Governance Code, such as allowing the CFO or CS of any listed company to be appointed to the same position in any other company within the same group for cost savings or technical expertise, subject to prior approval from the Commission and proportionate sharing of their remuneration and benefits.
To make the appointment of independent directors easier, the provision for getting the Commission’s prior consent before appointment and approval has been introduced.
Since the inception of BAPLC, the Association has been maintaining interaction with the regulators and other stakeholders for protecting the interests of the listed companies. It is also known to all that BAPLC has repeatedly requested the Bangladesh Securities and Exchange Commission (BSEC), since 2012, for allowing placing of Annual Report of the PLCs on their respective websites along with digitally disbursement instead of printing them, which is a complex job entailing huge expenditure and allocation of valuable management time. This is also eco- friendly and in line with the vision for a Digital Bangladesh.
Due to continued efforts and follow up by BAPLC, the Bangladesh Securities and Exchange Commission (BSEC) adopted the provision in the Financial Reporting and Disclosure gazette on August 8, 2018, which is a great achievement for BAPLC as well as the PLCs.
Eradication of Multiple Taxation on Dividends:
Previously, dividends were taxed each time a company pays it to its subsidiary, as well as when it was finally given to the shareholder. Thereby, a multiple taxation phenomenon was prevailed and that had a negative effect in attracting investors both at home and abroad. On March 13, 2018, a delegation of BAPLC met with Mr. Md. Mosharraf Hossain Bhuiyan, NDC, Chairman, National Board of Revenue (NBR), BAPLC proposed to tax dividend only when it is finally given to a natural person and not when dividend flows from company to company. NBR had adopted the issue in Finance Act, 2018 for the resident company and subsequently exempted it for non-resident company in Finance Act. 2019.
Reducing Disturbances at PLC’s AGM:
In view of the chaotic situation surrounding distribution of food/refreshments in the Annual General Meetings of the PLC’s, BAPLC was able to convince BSEC to issue a circular stating that “No benefit in cash or kind, other than in the form of cash dividend or stock dividend, shall be paid to the holders of equity securities”, which has led to PLCs holding their Annual general Meetings (AGM) in a more congenial and peaceful atmosphere.
Furthermore, the Association maintains its engagement or involvement with the Bangladesh Securities and Exchange Commission, the Dhaka Stock Exchange PLC and the Chittagong Stock Exchange PLC to resolve the difficulties / unfavorable issues for PLCs that arise from time to time.
