Regulators seek revised strategic partnership proposal from Dhaka Stock Exchange

The Securities and Exchange Commission or SEC has sought a revised proposal from the Dhaka Stock Exchange or DSE on the offer by two Chinese bourses to become its strategic investor.

The stock market regulators said in a media release on Monday they took the decision on the proposal from Bangladesh’s premier bourse on acceptance of the Chinese bourses’ offer at an emergency meeting.

The commission said there, they discussed a report by the committee formed to examine, analyse and review the DSE proposal.

“Based on Committee’s findings, the Commission decided to inform DSE the Commission is not in a position to approve the offer,” it said in the release.

About the offer by a consortium of Shenzhen Stock Exchange and Shanghai Stock Exchange, the SEC said the consortium “subsequently confirmed DSE to withdraw most of their terms and conditions which contradict laws of the land, and the interest of general shareholders of DSE Ltd”.

It said it was giving the DSE an opportunity to submit a revised proposal upon fulfilment of five conditions.

The conditions are:

>> The Share Purchase Agreement or SPA shall not have any terms and condition that may contradict laws of the land, and go against the interest of the general shareholders and the capital market’s development.

>> There shall not be any proposal to amend the existing provisions of Memorandum and Articles of Association of DSE in order to accommodate the consortium’s offer.

>> The offer along with the SPA shall be approved by general shareholders before submission to the SEC for final approval.

>> DSE shall circulate the SEC committee’s findings and subsequent withdrawal of the terms and conditions by the consortium to the shareholders with notice of the general meeting.

>> DSE shall submit the minutes of the general meeting along with final offer, revised SPA and other related papers of the consortium to the commission.

After the DSE submitted the proposal on acceptance of the Chinese bourses’ offer on Feb 22, the SEC formed a four-member committee to check the proposal.

According to DSE officials, the Chinese consortium had proposed buying 25 percent stakes into the DSE for Tk 9.9 billion at Tk 22 per share.

In its proposal, the consortium had also mentioned it will spend over Tk 3 billion to give the DSE a technological upgrade.

But there had been no impartial evaluation of the Tk 3 billion spending offer. Besides this, the Chinese consortium had added some conditions to its offer.

The conditions included following British laws for the partnership deal, settlement of differences under UK Arbitration Act, and changing some DSE articles.   

Another consortium of India’s National Stock Exchange, Frontier Bangladesh and Nasdaq stock market of the US took part in the bidding to become the DSE’s partners.

A DSE official earlier said the other consortium offered Tk 15 per share to buy 25.1 percent shares of the DSE.

The DSE accepted the Chinese consortium’s offer as it found their offer ‘more attractive’, a DSE director had told bdnews24.com.