FIN335 TACnew
FIN335 TACnew
FIN335 TACnew
Submitted by:
Kamruzzaman Pritom
ID: 2018-1-10-078
Submitted to:
Bond market serves as one of the best alternative source of investment for investors around the
world while serving as one of the easier routes to ensuring finance for a business. In fact, the
global bond market, which stands at $100 trillion, is considerably larger than the global stock
market, which is valued at $64 trillion. Bangladesh has seen significant economic growth over
the years; however, the bond market has yet to flourish in Bangladesh capital market, which has
showed very little signs of growth. The lack of a flourishing bond market has deprived
Bangladeshi investors and companies of various benefits that they could have reaped had their
been a developed bond market. Bond markets serve as a source of long-term finance for
companies with sound financial capabilities. Moreover, it also provides investors with a stable
source of long-term income compared to the unstable and volatile returns of the stock market.
Also considering the high volatility of the Dhaka Stock Exchange, a stable bond market would
serve the necessities of a general investor very well. The bond market in Bangladesh is
comprised mainly of Treasury bonds issued by the Government of Bangladesh with 221 T-bonds
and only one corporate bond that has been currently floating in the market. Our research focuses
on performance of 3 corporate bonds out of which 2 have matured.
The Bangladesh capital market is institutionalized by Dhaka Stock Exchange (DSE) and
Chittagong Stock Exchange (CSE), which are governed by BSEC. As of June 2018, the market
capitalization of DSE and CSE stood at USD 46.2 billion and USD 37.5 billion, respectively.
Currently, eight debentures are listed on the stock exchanges, all of which are matured and are
still listed due to incomplete legal proceedings. The returns on such debentures have been higher
(14%-17%) as compared to returns of 4% to 12% in government debt securities. However,
defaults in interest and principal payments by the issuers has reduced the confidence level of
investors and has raised questions over the enforcement of rules and regulations. So far, only
three corporate bonds have been listed, with returns ranging from 10.5% to 12.5% and maturity
periods between 60 to 84 months. Investors in Bangladesh are inclined towards investing in high
interest-low risk products such as National Saving Scheme, Treasury bonds, and Treasury bills.
While the government provides tax benefits to individuals in order to encourage them to invest in
debt securities market, there are no tax benefits provided for banks, insurance companies, and
financial institutions. However, all companies are eligible for tax rebate on income derived from
zero-coupon bonds. The Bangladesh bond market faces several structural issues, such as low
demand for corporate bonds, low investor base, lack of awareness, lack of supply of bonds, high
cost of bond issuance and weak market infrastructure, which needs to be addressed by various
stakeholders.
Financial Market
Bonds
Government
Municipal Bond Corporate Bond
Bond
The role of the local corporate bond market is very important in obtaining stable long-term fund
for private sector (Hawang 2016). Corporate have many options to increase its capital from the
debt market by issuing bonds. Although the corporate bond markets in Bangladesh have not
expanding relative to equity market. Here, the Table-2 stated the list of bonds issued by the
corporations in Bangladesh. As shown in the table, it can be revealed that there are only three
corporations (i. e Islami Bank Bangladesh Ltd., BRAC bank Ltd., Advanced Chemical Industries
(ACI) Ltd.) have issued bonds
Name of the Category Issue Year Time for Face Value Average profit
or Coupon
issue maturity payment
IBBL Profit Sharing 2007 No perpetuity TK 1000 1000*12.476%
Mudaraba =124.76
Perpetual
Bond
Sub bonds of Zero Coupon 2010 3 years TK1000 0
BRAC Bank ltd.
ACI Zero Zero Coupon 2011 2 years TK1000 0
Coupon Bond
In this section researchers tried to reveal investors’ perception about corporate bond in
Bangladesh. More than 92% of the respondents judge the corporate bond market in Bangladesh
as inefficient one. Majority (49%) of the investors have shown their investment preferences on
the common stock of listed companies. Besides, 35% of them are interested to invest their fund
in commercial bank deposit whereas only 7% of investors are exposed their preferences to invest
in bond and the rest of the investors like to invest in other sectors. Among the 7% (mentioned
above) of the investors who have shown their interest to invest in bond, it is found that46% of
them have preferred to invest in corporate bond reasoning its ‘Fixed Periodic
Income’innature.19% of them have expressed the reason of ‘Less Risk’ factor. Moreover,
‘Convertible Feature’ (15%), ‘Capital Gain’ (15%) and ‘Tax Advantage’ (5%) have also denoted
by this group as the vital reasons for preferring corporate bond. To identify the investors’
preferred sectors to invest in corporate bond, it is found that 57% of the investors prefer to invest
in the banking sectors’ bond, and rest 43% of them prefer to invest in other corporate sectors’
bond.
As per the relevant laws and regulations, the Debt Management Department (DMD) of
Bangladesh Bank acts as the debt manager of the Government in consultation with the MoF.
These laws also empower Bangladesh Bank to issue new loans and manage public debt on behalf
of the Government. A Cash and Debt Management Committee (CDMC) has been formed for the
supervision of the Government's borrowings chaired by Secretary, Finance Division. It has been
formed for efficient, effective and timely policy decision making regarding debt management
and budget financing. In addition to CDMC, there is also a Cash and Debt Management
Technical Committee (CDMTC) to assist CDMC. BB is authorized to conduct auctions for
raising loans on behalf of the Government of Bangladesh. The process of raising loans involves
the issuance of government securities. It is primarily done through auctions and in some cases,
through private placement. There is an auction committee chaired by Deputy Governor of BB to
determine the cutoff rate of the auction of government securities. An auction can either be price
or yield-based multiple rates as per instruction issued by BB. In multiple rate method, successful
orders are allotted at the offered rate. The bid amount is BDT one lac and its multiples. An
auction is conducted for a predetermined notified amount as per the discretion of the Issuer.
Member Dealers (PDs, Non-PD banks and NBFIs) can place orders within a prescribed cut-off
time. Member Dealers can also submit bids on behalf of their clients (Resident individuals and
institutions such as insurance companies, corporate entities, authorities responsible for the
management of provident funds, pension funds, etc. and foreigners/non-resident individuals/
institutions). Allotment of securities would subsequently be credited to respective security
accounts of successful bidders upon receiving confirmation of fund transfer. Member Dealers
may submit non-competitive bids on behalf of individual or institutional clients who have no
current account with Bangladesh Bank. The maximum accepted amount of non-competitive bids
in an auction is determined by BB. BB has started reissuance of instruments in 2013 to develop
benchmark securities and to construct a secondary market yield curve. An additional issue of an
existing instrument is handled in a way similar to an auction. During FY 2017-18, Bangladesh
Government Treasury Bonds (BGTBs) worth BDT 25,100.00 crore were issued, while total
repayments amounted to BDT 18,800.00 crore. Issuance of T-Bonds in FY 2017-18 was 67%
higher than that of the previous fiscal year. The total outstanding public debt of the Government
from the banking sector stood at BDT 1,61,767.56 crore constituting 7.23% of the GDP at the
end of June 2018 compared to 7.78% at the end of June 2017. In FY 2017-18, the banking sector
was the leading investor category accounting for 77.12% of the total stock holding. Long-term
investors like insurance and provident funds accounted for 15.50% of the total holding. As the
interest rate of the NSD certificate is significantly higher than any other interest rate prevailing in
the Government securities market, government borrowing is higher through the NSD certificate
while the borrowing from the banking sector is decreasing over the periods. The percentage of
outstanding domestic public debt compare with GDP from the banking sectors (T-bills and
bonds) decreased gradually, whereas outstanding debt in the percentage of GDP from NSD
certificates increased significantly due to the massive selling of non-marketable securities (i.e.
Sanchayapatras).
Secondary Market
Government securities issued through an auction or private placement are eligible for secondary
trading. Bangladesh Bank has initiated to automate the process of trading and settlement of
government securities transactions in October 2011. The secondary market of government
securities in Bangladesh is comprised of Over-the-Counter (OTC) and Trader Work Station
(TWS). Both procedures are integral parts of the MI Module (an automated auction and trading
platform of government securities).
Over-the-Counter (OTC)
In OTC, trades occur by the negotiation between members outside of the trading platform over
the telephone. If the deal is confirmed through negotiation, it has to be reported in the system for
settlement. Either the buyer or seller member inputs the transaction details and is referred to as
the instructing party. The other member confirms/accepts the trade and is referred to as a
confirming party. On confirmation, the trade is taken up for settlement. Once they complete the
trading process and the system accepts trades, the data automatically flows to Core Banking
System (CBS) for clearing and settlement of funds for completion of the settlement of funds in
CBS on a real-time basis. Subsequently, the trading securities get transferred automatically to the
buyer securities account in MI Module.
BB has introduced the TWS, an anonymous order matching system, which is an electronic,
screen-based, order-driven trading system for dealing in government securities. It provides users
access to trade in the secondary market on a real-time basis. Order management and matching
are the core components of the trading solution. The matching engine of the trading solution
provides the algorithms that enable the members to trade instantaneously. Furthermore, TWS has
brought transparency in secondary market transactions in government securities. Members can
place bids (buy orders) and offer (sell orders) directly on the TWS screen. In that system, trades
are automatically sent to the CBS for fund settlement. Other investors (individuals and
institutions, insurance companies, bodies corporate, authorities responsible for the management
of provident funds, pension funds, etc) can buy-sell government securities through Banks and
NBFIs working in Bangladesh.
The total volume of government securities transacted on an outright basis in the FY 2017-18
stood at BDT 15,334.40 crore, which was considerably lower than the preceding financial year.
The decrease in volume was largely due to less issuance of government securities through
auctions. Moreover, there is a high demand for government securities to meet the SLR
requirement of the banks, and therefore, they tend to hold securities under the Held-to-Maturity
(HTM) portfolio. In FY 2017-18, the transaction volume of Treasury securities decreased by
61.72% compared to the FY 2016-17.
For issuance of debt securities through the private offer, an issuer should submit an application
under the Securities and Exchange Commission (Private Placement of Debt Securities) Rules,
2012. On the other hand, for issuance of debt securities through public offer, an issuer needs to
submit an application under Bangladesh Securities and Exchange Commission (Public Issue)
Rules, 2015 upon compliance of relevant requirements of the Securities and Exchange
Commission (Private Placement of Debt Securities) Rules, 2012.
The financial system of Bangladesh consists of three sectors: Formal sector, Semi-formal sector
and Informal sector.
Formal sector
The formal sector consists of all regulated institutions including banks (59 scheduled banks and
five nonscheduled banks), insurance firms (32 life insurance companies and 46 general insurance
companies), NBFIs (34), and capital market intermediaries such as merchant banks, brokerage
houses, Asset Management Companies (AMCs), stock dealers/stock brokers, trustees/custodians
and the Investment Corporation of Bangladesh (ICB).
1) Financial Market
The financial market consists of three types of markets namely the money market, the capital
market, and the foreign exchange market.
Money market
The money market consists of banks and financial institutions who act as intermediaries, out of
which there are 20 primary dealers in government debt securities. These primary dealers
purchase Treasury Bonds and Treasury Bills, which are then sold to individuals or companies.
The money market acts as a channel for redistribution of funds amongst the financial institutions.
Capital Market
Capital market financing for development of infrastructure sectors can be in equity or debt
forms. Presently, companies in Bangladesh, especially in the power sector, prefer to raise equity
financing for infrastructure projects. On the other hand, depending on the future cash flows from
projects, developers can issue bonds to raise funds. With a total market capitalization of USD
46.2 billion (DSE) in FY 2018, the depth of Bangladesh capital market is still very shallow for
supporting infrastructure investments, especially considering that an average ticket size of USD
1 billion is required to develop large scale infrastructure projects. To overcome the problems in
the capital market, the government needs to formulate a sound regulatory framework that
provides linkage between the savings and preferred infrastructure investments.
The capital market is operated via offerings (both public and private) of equity and debt
instruments and is governed by the BSEC. The market is institutionalized by two stock
exchanges i.e. the Dhaka Stock Exchange and the Chittagong Stock Exchange
financial System of
Bangladesh
semi
Formal Informal
formal
Sector Sector
sector
Specialized
Financial Market Regulations Institution
Financial Instituitons
The Dhaka Stock Exchange was established in April 1954 and was then known as the East
Pakistan Stock Exchange Association Limited. As of June 2018, there are 572 listed securities
governed by the DSE. The listed securities comprise 305 equity securities (including 30 banks,
23 financial institutions, and 47 insurance companies), 221 government bonds, 37 mutual funds,
8 debentures and a corporate bond. As of November 2018, the equity market holds the largest
share of market capitalization at 84.7% (USD 38.8 billion), followed by Treasury bond market at
14.4% (USD 6.6 billion). Since the markets for corporate bonds, debentures and mutual funds
are in their nascent stages of development; their combined share in the market capitalization is
only 1.0%. The overall market capitalization has grown at a CAGR of 6.9% between FY 2014
and FY 2018. The total number of securities grew from 536 in FY 2014 to 572 in FY 2018 with
63 companies raising funds through Initial Public Offerings (IPOs) in between. However, the
market capitalization of DSE as a percentage of GDP is a mere 14.5% as compared to 72.2% for
Bombay Stock Exchange and 198.0 % for Singapore Exchange (as of 2018). The financial
performance of Dhaka Stock Exchange in the last five years is mentioned overleaf:
(CSE) Established only in October 1995, the Chittagong Stock Exchange is the relatively newer
stock exchange in the country. As of June 2018, the total number of listed securities in
Chittagong Stock Exchange stood at 312. Between the period January 2018 and March 2018, the
total value of traded shares was USD 258 million, which was 29.0% more than the total value of
traded shares in the preceding quarter. The market capitalization of CSE decreased by 0.01% to
USD 37.5 billion18 by the end of June 2018. However, during the same period, the total amount
of issued capital rose to USD 7.8 billion. Amongst all the listed securities in CSE,
Grameenphone Limited has the highest market share of 3.6%.
3) Regulators
a) Bangladesh Bank: Established in 1972, Bangladesh Bank is the central bank of the country.
The bank is responsible for formulating and implementing the monetary policy and the
intervention policies in the foreign exchange market. It is also responsible for regulating and
supervising banks and financial institutions in the country. Additionally, it holds and manages
the official foreign reserves of Bangladesh.
b) Insurance Development and Regulatory Authority (IDRA): The GoB enacted the Insurance
Development and Regulatory Act of 2010 to develop and regulate the insurance industry. IDRA
operates under the Ministry of Finance, GoB. There are 46 general insurance and 32 life
insurance companies under IDRA.
c) Bangladesh Securities and Exchange Commission (BSEC) regulates and supervises the
capital markets of Bangladesh. The main functions of BSEC are to develop and maintain
transparent and efficient securities markets and to ensure proper issuance of securities. BSEC
thus approves capital issues and prospectus, restricts insider trading, and controls the stock
exchanges and the companies involved in public issuance of various securities. BSEC holds the
right to approve or cancel the certificates to merchant banks, brokers, stock dealers and
intermediaries. In addition to this, BSEC undertakes various research activities on the capital
market and publishes its findings.
d) Microcredit Regulatory Authority (MRA): It is the central body that supervises operations of
Non-government Microfinance Institutions (NGO-MFIs) in the country. The MRA was created
under the Microcredit Regulatory Authority Act of 2006
. 4) Institutions: There are two types of banks in Bangladesh i.e. scheduled Banks and non-
scheduled banks. Within 59 scheduled banks - there are six state owned commercial banks, three
specialized banks, 41 private banks (conventional commercial private NBFIs initiated by joint
ventures. private NBFIs initiated by joint ventures. private NBFIs initiated by joint ventures.
banks and Islamic banks) and nine foreign banks. There are five nonscheduled banks namely,
Ansar VDP Unnayan Bank, Karmashangosthan Bank, Grameen Bank, Jubilee Bank and Palli
Sanchay Bank. Further, there are 34 NBFIs, which are controlled by the Bangladesh Bank. Out
of these NBFIs, two are state owned, one is a subsidiary of state owned commercial bank, and
there are 15 private NBFIs initiated by joint ventures.
Semi-Formal sector
The Semi-Formal sector includes institutions, which are regulated but do not fall under the
jurisdiction of either the central bank or the insurance authority or any other financial regulators.
Institutions such as Grameen Bank, Samabag Bank and House Building Finance Corporation
(HBFC) mainly represent the sector.
Informal sector
Bangladesh capital markets are not conducive to the issuance of debt instruments viz.
debentures and bonds. There remains major structural issues in the long-term debt market such
as low investor base, absence of yield curve, lack of investor awareness, and high issuance cost.
Consequently, the long-term debt market still remains largely under developed to support
capital- intensive projects in the country. The commission has been undertaking steps to support
the market participants (issuers and investors) and to develop the capital market.
Issuance of Debentures
Debentures are unsecured debt instruments issued by listed companies. Historically, the coupon
rates offered by the issuers have been in the range of 14% to 17%. Currently, there are eight
debentures, which are listed on the Bangladesh stock market. However, the listed debentures
have reached maturity but are still listed due to some incomplete legal proceedings. A total of
USD 13.7 million was raised by the eight debentures.
SL Name Units Unit price Total Amount Coupon Rate Year of issue
The corporate bond market is still at a nascent stage as compared to the Treasury bond market.
Only three corporate bonds i.e. Islami Bank Bangladesh Ltd (IBBL) Mudaraba perpetual bond,
Advanced Chemical Industries (ACI) zero-coupon bond (matured) and BRAC bank subordinated
convertible bonds (matured) have been listed so far. Amongst the three corporate bonds, IBBL's
Mudaraba Perpetual Bond (MPB) is currently listed and traded in Bangladesh stock market as
IBBLPBOND. In 2007, IBBL bank issued MPB under the Mudaraba principles of Islamic
Shariah law and received approval from BSEC and Bangladesh Bank. The Investment
Corporation of Bangladesh is appointed as the trustee of MPB. The company issued three million
units with a minimum subscription amount of USD 59.2 (BDT 5000) and raised a total capital of
USD 35.5 million (BDT 3 billion) which qualified20 for additional Tier-1 Capital under BASEL-
III guidelines. As on 2017, the company has reportedly paid a total profit of ~USD 3 million.
However, the dividends paid by IBBL on MPB has declined to 8.6% in FY 2017 from 13.5% in
FY 2012.
Apart from the above-mentioned listed bonds, corporates in Bangladesh have also raised funds
via private placement of bonds. Unlike private companies, local banks are fairly active in the
bond market and have raised funds by issuing subordinated bonds. Over the last three years21,
55 companies have privately issued bonds worth USD 2.7 billion. In 2018, bonds worth USD 1.2
billion were issued, which was 66.3% more than the capital raised by privately placed bonds in
FY 2017. The companies issued different types of bonds such as nonconvertible, redeemable,
and unsecured bonds at floating rates. More than 20% of the companies issued zero coupon
bonds. These bonds have a maximum maturity period of seven years. In 2018, the commission
gave approval to 20 issuers to raise a total capital of USD 1.2 billion via private placement of
bonds. These bonds would be sold to multiple banks, financial institutions, insurance companies,
corporate bodies, asset management companies, mutual funds, and high net worth individuals.
Amongst the 20 issuers , four Islamic banks i.e. Al-Arafah Islami Bank Limited, Islami Bank
Bangladesh Limited, Social Islamic Bank and Shahjalal Islamic Bank, plan to raise a total capital
of USD 276 million via subordinated bonds with floating rates, and with a maturity period of
seven years. Additionally, there are ten banks and three textile companies (Generation Next
Fashions Limited, Flamingo Fashion Limited, and Tarasima Apparels Limited), which will raise
a total capital of USD 768 million and USD 66 million, respectively via issuance of bonds.
The corporate bond market is still at a nascent stage as compared to the Treasury bond market. Only
three corporate bonds i.e. Islami Bank Bangladesh Ltd (IBBL) Mudaraba perpetual bond, Advanced
Chemical Industries (ACI) zero-coupon bond (matured) and BRAC bank subordinated convertible bonds
(matured) have been listed so far.
At present, the public offering of corporate bonds is very limited as only one issue (the IBBL
Mudaraba Perpetual Bond, amounting to 300 crore Taka) is listed on the stock exchanges (DSE,
CSE). The total market capitalization of this listed corporate bond is BDT 282 crore in 2018-19,
where the secondary trading is very insignificant. Although there are a few subordinated bonds
issued by the banks, the major portion of those is currently being held by other banks through
private placement (which are not listed in the stock exchanges and thus, not contributing to the
development of the secondary market).
Apart from the above-mentioned listed bonds, corporates in Bangladesh have also raised funds
via private placement of bonds. Unlike private companies, local banks are fairly active in the
bond market and have raised funds by issuing subordinated bonds. Over the last three years21,
55 companies have privately issued bonds worth USD 2.7 billion. In 2018, bonds worth USD 1.2
billion were issued, which was 66.3% more than the capital raised by privately placed bonds in
FY 2017. The companies issued different types of bonds such as nonconvertible, redeemable,
and unsecured bonds at floating rates. More than 20% of the companies issued zero coupon
bonds. These bonds have a maximum maturity period of seven years. In 2018, the commission
gave approval to 20 issuers to raise a total capital of USD 1.2 billion via private placement of
bonds. These bonds would be sold to multiple banks, financial institutions, insurance companies,
corporate bodies, asset management companies, mutual funds, and high net worth individuals.
Amongst the 20 issuers , four Islamic banks i.e. Al-Arafah Islami Bank Limited, Islami Bank
Bangladesh Limited, Social Islamic Bank and Shahjalal Islamic Bank, plan to raise a total capital
of USD 276 million via subordinated bonds with floating rates, and with a maturity period of
seven years. Additionally, there are ten banks and three textile companies (Generation Next
Fashions Limited, Flamingo Fashion Limited, and Tarasima Apparels Limited), which will raise
a total capital of USD 768 million and USD 66 million, respectively via issuance of bonds.
The government offers two types of debt instruments i.e. tradable securities (Treasury bonds and
Treasury bills) and non-tradable securities.
a) Tradable Securities
Treasury Bills (T-Bills) are free of credit risks and tradable in the secondary market. The
government issues TBills with different maturity periods: 91 days, 182 days and 364 days. The
investors purchase T-bills at a discounted rate and then redeem at face value after maturity. In
FY 2018, T-Bills worth ~USD 7.0 billion were issued. The cut off yield for T-Bills increased by
approximately 5% in FY 2018 from a year ago. The volume of issuance of T-Bills is directly
linked to its yield rate. For example, the market share of 91 days T-Bills increased to 46% in FY
2018 from 32% in FY 2016 due to an increase in the yield rate. Moreover, the share of 364 days
T-Bills decreased to 27% in FY 2018 from 47% in FY 2016, due to a decrease in the yield rate
from 5.3% in FY 2016 to 5.0% in FY 2018.
b) Non-tradable securities
These debt securities cannot be bought or sold in the secondary market. NSCs can only be
sold by National Saving Bureau, Bangladesh Bank, scheduled banks or post offices. The
interest rates offered for such certificates are in the range of 11.0% to 11.7%.
Islamic bonds are issued against capital raised by individuals and Islamic banks. The sale of
Islamic bonds increased by 10.1% to USD 1.1 billion in FY 2018 from USD 1.0 billion in FY
2017. Any individual or corporation can purchase Islamic bonds issued by Islamic banks.
The bonds have a maturity of three months, six months, one year or two years. Unlike other
countries such as Malaysia, Indonesia and Saudi Arabia the use of Islamic bonds in
Bangladesh for financing long-term infrastructure projects has been minimal. Despite the
large presence of Islamic banks in the country, there is a lack of Shariah compliant
instruments to support the Islamic finance industry. This is because unlike other debt
securities, the return on Islamic bonds is based on profit or loss sharing in line with the
Shariah law. To ensure compliance with Islamic principles, the structuring of Islamic bonds
requires approval from Shariah advisers. Hence, the GoB does not borrow money from the
Islamic banking sector.
Investor Base
It is important to have a large and strong investor base to ensure the growth of bond market
in the country. Presently, the investor base in Bangladesh has not developed to satisfactory
levels. Amongst the institutional investors, banks and other financial institutions are the main
investors in debt securities market. Lack of a well developed investor base affects the
development of the bond market in the country.
Commercial Banks
As per the regulatory norms of Bangladesh Bank, conventional banks must have a Statutory
Liquidity Ratio (SLR) of 13% and Cash Reserve Ratio (CRR) of 5.5%. To comply with the
SLR norms, commercial banks prefer to purchase debt instruments offered by the
government. Banks therefore form the majority of the investor base, contributing to 77.1% of
the total amount invested in government securities. In addition to this, the commercial banks
also invest in privately placed subordinated bonds, which are issued either by banks or by
textile or power companies.
Insurance Sector
The insurance sector is potentially one of the most important investors in long-term
government securities. As per The Insurance Act, 1938, 26 insurance companies are entitled
to invest at least 30% of their funds in debt instruments. As per estimates, 48% (USD 1.7
billion) of the total insurance fund is invested in government securities. Another reason for
investment preference towards government securities is that the investments are secured, and
the funds can be withdrawn at any time. However, the presence of insurance companies as
investors in the private bond market is negligible
In Bangladesh, pension funds hardly participate in the capital market. In FY 2018, the
provident, pension and gratuity funds invested a sum total of approximately USD 615 million
in government securities. It is estimated that, approximately 40% of the pension funds are
invested in government securities. The GoB has plans to create an authority to manage the
provident and pension funds. Similar to other public schemes, the government plans to
introduce mandatory pension schemes in the private sector.
Mutual Funds
The concepts of investment management and mutual funds are still in nascent stages in
Bangladesh. There are only 37 close-ended mutual funds and 46 open-ended mutual funds27
in the country. The Investment Corporation of Bangladesh (ICB), a public mutual fund,
dominates the mutual fund market. ICB provides five Islamic mutual funds- UFS Padma life,
Islamic Finance and Investment Limited (IFIL), Al-Arafah Islmai Bank Limited and Islamic
Bank Bangladesh Limited The government’s initiative to onboard private sector players has
led to more than 25 private mutual funds schemes operating in the country. According to
mutual fund investment policies, a minimum of 60% of the total fund base is required to be
invested in capital markets. AMCs, which manage the funds collected via mutual funds
schemes, prefer to invest in blue chip stocks to ensure that their risks vs. returns are balanced.
In addition to this, AMCs can invest a maximum of 25% of the fund in fixed income
securities like NSCs (interest rate: 11.0% - 11.7%) and fixed deposits (interest rate: 5.5% -
9%). These fixed income securities are less risky and offer higher interest rates, as compared
to privately placed debt securities like bonds and debentures where the risk is significantly
higher, and the returns are relatively lower. Lack of any tax incentives on income generated
from privately placed debt securities deter AMCs from investing in them. While, there have
been instances of AMCs investing in privately placed bonds, they have been more inclined
towards investing in securities, which are transferable or tradable.
Individuals
Privately placed bonds have witnessed participation from individuals with high net worth. In
2010, 12 individuals invested a total amount of USD 1.4 million28 in the bonds issued by
ACI. However, as Individuals have a low appetite for risk, they prefer to invest in equity
market and government debt securities where the returns are predominately higher.
Market infrastructure
Smooth operations of the bond market require a robust market infrastructure. At a fundamental
level, the bond market can play a vital role in financing long-term infrastructure projects and in
reducing fiscal deficits of the government. The development of bond market is especially crucial
in Bangladesh, where companies do not have access to long-term financing options. There are
three forces viz. external forces, internal forces, and intermediate forces, which influence the
Bangladesh bond market infrastructure.
Country profile
Bangladesh’s stability has paved the way for it to achieve the status of a developing country. The
government has introduced consistent policies and improved trade with partners across multiple
countries. In an effort to promote business opportunities, and overcome energy crisis and
infrastructural inefficiencies, the government has poured significant sums into the infrastructure
sectors. In 2018, Moody’s Investor Service affirmed the country’s long-term issuer and senior
unsecured debt rating at Ba3 and has maintained a stable outlook.
In FY 2018, the Bangladesh economy achieved a record growth of 7.9%. Bangladesh Bank has
projected a GDP growth in the range of 7.5% to 7.7% in FY 2019. The country’s stable
economic growth can be attributed to effective implementation of framed policies. The growth
will additionally be supported by exports from the competitive RMG industry. Further, the
country witnessed an increase in remittance inflow by 36% from USD 11.0 billion in FY 2010 to
USD 15.0 billion in FY 2018. High remittance inflows act as a catalyst to the economic growth.
The country’s economic growth is additionally supported by an increase in private sector
investment by 14.6% to USD 54.8 billion and in public sector investment by 26.8 % to USD 17.6
billion in FY 201729. Additionally, external financing from bilateral and multilateral agencies
has been supporting multiple infrastructure and social projects. The inflation rate has reduced
from 5.7% in December 2017 to 5.5% in December 2018. However, the risks due to an external
vulnerability remain because of higher imports of fuel and infrastructure related products.
Foreign reserves reduced from USD 32.3 billion in FY 2018 to USD 31 billion as of January
2019. To stabilize the foreign exchange market, the central bank sold USD 1.2 billion in January
2019 and USD 2.3 billion in FY 2018 to various banks. According to Moody’s report, current
foreign reserves are sufficient to cover five to six months of imports.
Intermediate Forces of the Bond Market
1.Government Securities:
The government issues debt instruments such as T-Bonds, T-Bills and NSCs to reduce its budget
deficit. The central bank, on behalf of the government, is responsible for issuance and marketing
these debt instruments. The debt securities market in the country is dominated by the government
debt instruments, which offer higher returns as compared to returns provided by the bank deposit
products. Further, even higher returns on NSC schemes incentivize individuals and companies,
who have a low appetite for risk, to invest in them. Due to high demand of NSC products, the
government had to cancel auctions of T-Bonds and T-Bills.
Secondary Market
Absence of a benchmark yield curve and lack of debt instruments renders the secondary market
inactive. As a result, there has hardly been any public issue of corporate bonds in the bond
market. Given the small size of government’s tradable bonds, secondary trading of T-bonds is
also a rare phenomenon. Recently, Bangladesh Bank undertook an initiative to introduce the
concept of repo and reverse repo rate in order to activate the secondary market. Additionally,
Bangladesh Bank has issued multiple guidelines and increased the primary dealer base to
promote trading of government securities in the secondary market. The central bank is in the
process of developing an electronic payment system , to strengthen the corporate governance and
improve transparency. It will help set a benchmark market rate to assist the secondary trading of
debt securities. That said, the secondary bond market in Bangladesh is still non-existent and the
bonds are considered as non-tradable assets.
1. Issuers: The country lacks both quality and quantity of issuers of debt securities. At
present, only eight debentures and one corporate bond exist in the Bangladesh debt
market. Further, the credibility of the issuers is also questionable, which has been a major
concern for the investors. In the past, a few corporate debentures have defaulted in their
payment to the investors. In addition to it, high costs of issuing debt securities
(approximately 1.5%-2%30 of total face value) have prevented issuers from issuing
bonds or debentures.
2. Investors: Domestic investors prefer to invest in high returns and low risk government
securities. There are large number of institutional investors like insurance companies,
mutual funds and other private financial institutions, but they do not invest in the private
bond market. Pension and provident funds on the other hand are used by the government
to fund ADP and to reduce budgetary deficiencies. Likewise, individual investors prefer
to invest in common stock of listed companies, as the yields from the bond market are not
attractive enough for them. This leaves a very small pool of investors in the bond market
comprising mainly banks and financial institutions. Moreover, owing to past incidents of
defaults in payment, the investors have poor confidence in the issuers, the legal and
regulatory framework and the market.
3. Intermediaries: The capital market is supported by two stock exchanges, the DSE and the
CSE. Further, there are 62 merchant banks, eight credit agencies, and 16 funds
managers, five trustees for asset back securities, eight trustees for mutual funds and 83
trustees for debt securities. The BSEC regulates these intermediaries. However, the
intermediaries are not robust enough to support the bond market.
1.Securities and Exchange Commission (Issue of Capital) Rules, 2001: These rules are
applicable for public or private companies raising capital
2. Securities and Exchange Commission (Public Issue) Rules, 2015: These rules are applicable
for public issuance of debt securities or IPOs (fixed price and book building method) in the
Bangladesh market.
3. Securities and Exchange Commission (Private Placement of Debt Securities) Rules, 2012:
These rules are applicable for a company issuing privately placed debt securities (corporate
bonds, subordinate bonds, zero-coupon bonds, and short-term bonds); and For asset-backed
securities, the commission has formulated separate rules under the Securities
Additionally, BSEC has separate regulations for intermediaries. The commission has approved a
list of merchant bankers, credit rating agencies, asset management companies, trustees and fund
managers who are eligible to provide various services with respect to the capital market.
From the issuer’s perspective, high transaction costs of bond issuance has been one of the major
deterrents. Approximately, 1.5% to 2% of the total issuance cost is spent towards registration
fees, stamp duties, issue manager fees, underwriting fees, credit rating, legal and auditing fees,
central depository fees, and listing fees. Further, the trustee fees can be as high as 5% of the total
issue value. Additionally, the registration fees for bond issuance is higher as compared to the
registration fees for issuance of debentures. Considering the timelines mentioned in Securities
and Exchange Commission (Private Placement of Debt Securities) Rules 2012, it would take
approximately three to four months for an issuer to receive all the approvals from BSEC.
However, the ecosystem in Bangladesh is such that it would take a minimum of 6 to 12 months
to raise the bonds. As a result, the issuers prefer to avail loans from banks in lesser duration with
minimum efforts. As per the commission, below mentioned are the fees that shall be paid by the
issuers:
Fees charged by BSEC for issuance of privately placed debt securities
Particulars Value
Application Fee BDT 10,000 or $120
Consent fee 0.01% of total face value
Trustee fee Maximum 0.3% of the outstanding amount of debt
securities
Note: Apart from the above-mentioned fees, there are other costs such as legal and auditing fees,
central depository fees, listing fees, and fees associated with printing and publication of certificates and
prospectus. For an issuer to privately place debt securities, the commission has formulated
guidelines under the Securities and Exchange Commission (Private Placement of Debt
Securities) Rules, 2012. As per the guidelines, there are a set of pre-conditions, which the issuer
needs to fulfil before making an application for issuance of debt bonds or debentures. The pre-
conditions are mentioned below:
1.The total debt of the issuer shall not be more than 60% of the issuer’s total tangible assets;
2. The issuer should either have a proven track record of profitability and liquidity or have
indicated in its financial projections significant profitability, liquidity and ability to payback;
3.The issuer’s company should provide its rating from one of the eight credit rating agencies
registered with BSEC
4. The issuer should have a valid enforceable interest over its assets and the right to create
charges during the course of issuance of debt instruments
5 .The issuer shall obtain all necessary approvals from its primary regulator to issue debt
securitiesThe issuer should appoint a trustee, registered with the commission
6.The issuer’s financial statements must have been prepared as per Bangladesh Accounting
Standards (BAS) and audited as per Bangladesh Standards of Auditing (BSA)
7.If the issuer is a private company, then it should get prior approval from its Board of Directors
or governing body to issue the debt instrument
8.If the issuer is a listed company, then the issue of debt instruments should be approved by the
board and at the general meeting.
On fulfilment of the above-mentioned conditions, the issuer will perform the following tasks:
Particulars Details
Application for consent to issue bonds 1.The issuer shall pay an application fee of $120.
1. The issuer should execute the deed of trust as approved by BSEC in favour of the trustee
2. The issuer shall create charges over assets in favour of the trustee (only applicable for
issuance of secured bonds)
4.The trustee should submit a report to the commission stating that all guarantees as per the trust
deed, agreements and information memorandum have been properly executed.
5. The issuer should submit a report on the issue of debt instruments to BSEC within 30 days
6. The issuer should submit audited financial statements as per BSA, annual report, and minutes
of annual general meeting within 14 days from the date of CoI
After obtaining the CoI and making the appointment of a trustee, the issuer can issue debt
securities to eligible investors viz. banks, insurance companies, financial institutions, mutual
funds, provident and pension funds, corporates, primary dealers, and individuals (resident and
non-resident). In case of any violation of the rules, the respective person/s will be subject to civil
and criminal penalties as per the law. Upon compliance of the requirements of Securities and
Exchange Commission (Private Placement of Debt Securities) Rules, 2012, the issuer can issue
debt securities through a public offer. As per the Securities and Exchange Commission (Public
Issue) Rules, 2015, the issuer needs to comply with the following conditions at the time of
making a public offer:
1.The issuer should have an existing paid up capital of BDT 150 million or USD 1.8 million.
4.The issuer should comply with the rules of preparing a prospectus and corporate governance
guidelines.
5.The valuation of assets should be conducted as per the guidelines mentioned by the
commission.
Upon compliance with the above conditions, the issuer shall submit the application. The issuer
shall be then required to appoint an issue manager and an underwriter, registered with the
commission. The issue manager is responsible for the issue of debt securities, while the
underwriter subscribes to the securities and pays (in cash) the issuer within 15 days. The fees
associated with the underwriter an issue manager shall be paid by the issuer. In addition to this,
the issuer will be required to publish the prospectus/information memorandum on its own
website as well as on the issue manager’s website.
Banks
It is mandatory for conventional banks to maintain an SLR of 13%34 and for Islamic banks to
maintain it at ~ 6%. SLR can be maintained in the form of cash, gold or debt securities (as
approved by the commission). This makes the SLR requirement for the banks the biggest driver
of the demand for government securities. As per the central bank norms, the market value of
investments in the capital market (including bonds) cannot exceed 50% of the bank’s total paid
up capital. While this restriction strengthens the bank’s capital base, it restricts the amount that
the banks (who are major investors in the bond market) can invest in bonds.
Insurance companies
Insurance companies are potentially one of the most important investors in the bond market.
State owned insurance companies such as Sadharan Bima Corporation and Jiban Bima
Corporation, have invested a majority of their funds towards government securities, debentures
and shares. Life insurance companies have long-term and predictable liabilities, which help them
use their funds wisely. As per The Insurance Act, 1938, life insurance companies are mandated
to invest at least 30% of their funds in government securities in order to maintain their statutory
reserves.
Mutual funds
Mutual fund companies can invest their funds in securities or debentures approved by BSEC or
Bangladesh Bank. The funds can also be invested in privately placed debentures. However, the
companies cannot invest more than 25% of their total assets in securities or debentures of any
one industry. In addition to this, they cannot invest more than 20% of their total assets in
debentures or securities of a single company or group.
Individuals
Bangladesh Bank offers non-tradable35 US Dollar premium bonds and wage earner development
bonds to individuals of Bangladesh. Bangladesh Bank has formulated The Wage-Earner
Development Bond Rules, 1981 and The US Dollar Premium Bond Rules, 2002. The key
regulations around these bonds have been mentioned overleaf.
1.An individual is entitled to a tax rebate (as mentioned below) on any sum invested in
government T-bonds and Sanchayapatra.
2. In addition to this, an individual is entitled to tax exemption on the income generated from US
dollar premium bond, US dollar investment bond, wage earner bond, and Euro and Pound
Sterling premium bond.
Over $36,000 (BDT 3 million) 15% on $3,000 (BDT 250,000) , 12% on next $6,000
(BDT 500,000) and 10% on the balance amount
A developed and diversified financial system with a sound debt and equity market enhances
risk- pooling and better risk-sharing opportunities for the investors and borrowers. The fixed-
income securities market links the issuers having short and longterm financing needs with
investors willing to place funds in short and long-term interest-bearing securities. It also makes
the financial market more competitive by generating market-based interest rates. A well-
functioning market offers the Government and the private investors the flexibility to diversify
their sources of funding and provides them with alternative sources of raising funds having
different maturities. Therefore, a vibrant fixed-income market is needed for several reasons:
1. An active market allows the Government to finance large fiscal deficits without resorting
to financial repression or foreign borrowing. For that reason, the drive for the
development of the government bond market typically comes from the Government to
facilitate the financing of large fiscal deficits.
2. . The development of a well-functioning fixed-income market supports the efficient
implementation of the monetary policy. It offers the instruments needed for the execution
of monetary policy and improves the transmission mechanism of the monetary policy.
Long-term bonds also facilitate the sterilization operations by the central bank as
exclusive reliance on short-term instruments tends to drive up the short-term interest rates
and encourage further inflows into such instruments.
3. The development of a bond market, especially a vibrant G-Sec market, can improve
access to local currency financing. An active G-sec market can offer local currency
investors, such as retail and institutional investors, a way to invest in the local currency,
and therefore, ensure better management of inflation and exchange rate risk. They are
also provided with a safe alternative investment compared to local currency bank
deposits.
4. The long-term fixed-income market, being accessible to foreign investors, increases
financial integration by attracting foreign capital, which can lower the cost of borrowing
for the Government and improve risk-sharing across countries.
5. Whilst the stock market capitalization of about 20% of the total financing requirement is
well below the regional peers, the long term debt market is almost non-existent (World
Bank Group Report on Bangladesh Capital Markets, August 2018). This means, 80% of
debt financing comes from the banking sector, which cannot lend longer than around 5
years, given that 70% of bank deposits are for 1 year or less (Scheduled Banks Statistics,
October-December, 2018). Financing long-term projects by borrowing from the banking
sector’s short-term deposits could pose a major systemic risk and wider maturity
mismatch in the industry, which negatively affects the banks’ resilience in regards to the
liquidity crisis. Moreover, to materialize the objectives of the Vision-2021, our economy
needs to achieve 8+% growth of the GDP, which is not probable solely depending on the
bank-financing
6. Moreover, the local currency government bond market can function as a catalyst for the
development of corporate bond markets by providing a benchmark yield curve. Similarly,
derivatives markets cannot flourish without a well-developed fixed-income market with
underlying assets
7. Without the presence of a vibrant corporate bond market, corporate lending by the
banking system becomes oversized leading to maturity mismatch in the market. In
Bangladesh, corporations tend to fund their long-term projects using loans from
commercial banks. As we know, the banking deposits are chiefly of short-term tenures (3
months to less than 1 year). At present, around 70% of the deposits are within the 1-year
bucket. Therefore, funding long-term assets with short-term liabilities creates a huge
maturity mismatch in the banking sector.
Facing those aforementioned challenges, the banking sector is always under pressure to
accumulate more deposits to address the maturity mismatch in their books. This creates
an uneven competition in the market affecting the interest rates. In this context, in the
absence of a long-term bond market, banks are financing long-term projects with the
tenors of the loans that are indeed shorter than actually needed. This leads to the
installment size of those loans becoming oversized to the capacity of the borrower, which
ultimately creates asset quality impairments and overdue loan repayments leading to
Nonperforming Loans (NPL).
Investors’ Perceptions on Corporate Bond in Bangladesh
In this section researchers tried to reveal investors’ perception about corporate bond in
Bangladesh. More than 92% of the respondents judge the corporate bond market in
Bangladesh as inefficient one. Majority (49%) of the investors have shown their
investment preferences on the common stock of listed companies. Besides, 35% of them
are interested to invest their fund in commercial bank deposit whereas only 7% of
investors are exposed their preferences to invest in bond and the rest of the investors like
to invest in other sectors. Among the 7% (mentioned above) of the investors who have
shown their interest to invest in bond, it is found that46% of them have preferred to
invest in corporate bond reasoning its ‘Fixed Periodic Income’innature.19% of them have
expressed the reason of ‘Less Risk’ factor. Moreover, ‘Convertible Feature’ (15%),
‘Capital Gain’ (15%) and ‘Tax Advantage’ (5%) have also denoted by this group as the
vital reasons for preferring corporate bond. To identify the investors’ preferred sectors to
invest in corporate bond, it is found that 57% of the investors prefer to invest in the
banking sectors’ bond, and rest 43% of them prefer to invest in other corporate sectors’
bond.
Corporate bond market is an evolving sector for Bangladesh capital market. Bond markets may
improve efficiency in an economy and reduce vulnerability to financial crises (Herring and
Chatusripitak (2000). To ensure the development of this market some significant factors need to
be considered. Nearly 84% of respondents have claim ‘Inadequate Platform’ as one of the key
hindrances to develop the bond market in Bangladesh. Followed by this ‘Insufficient Number of
Bond Issuing’ (80%), ‘High Return on Stock Market or Money Market’ (76.2%), ‘Investors
Unawareness’(75%) are also prioritized by respondents as the major obstacles to develop the
corporate bond market in this country. Existing Impediments in Developing the Government
Bond Market and Recommendations to Resolve the Issues
Recommendations
With a higher frequency of trading in the secondary market, we will be able to construct
and publish a more effective secondary market yield curve on a regular basis for the
pricing requirements of the securities. In this regard, the frequency of trading in the
secondary market should be increased. Moreover, Bangladesh Bank should check
whether the already developed secondary market yield curve fulfills the international
standards.
Unavailability of Two-Way Price Quoting
Like any efficient market, the primary dealers should quote two-way prices in the market.
At present, the PDs do not quote on a two-way basis, rather only quote either on the buy
or the sale of the book because of the absence of benchmark and available securities in
their holding. Furthermore, at present, there is no infrastructure allowing the PDs to quote
two-way prices.
Recommendations:
BB should consider selecting the benchmark securities that are liquid enough for the
primary dealers to be able to quote on a two-way basis in the secondary market. The
infrastructure should be established to facilitate the two-way price quoting system.
Moreover, the PDs should be directed to quote two-way on a daily basis; and thus,
making the secondary market more efficient by bringing in the required liquidity
Introduction of a Central Counterparty (CCP)
Investors, especially foreign investors, always concentrate on legal protection and
safekeeping services while investing. They also keep in mind the counterparty risk in
case of a default by the counterparty. In Bangladesh DvP (Delivery versus Payment)
system is followed for the transfer of G-Sec to avoid settlement risk. But to avoid the
counterparty default risks of corporate bonds, we need to have a CCP (Central
Counterparty) and specific guidelines. We still do not have central counterparty along
with clear guidelines for G-sec as well as for the corporate bonds to avoid such
circumstances which discourage some banks from trade in the market.
Recommendations
To reduce the risk associated with the counterparty, to maintain the securities balance
through SGL and IPS, to ensure secure transfer of securities and secondary trading of G-
sec, BB should have a depository guideline for the smooth functioning of those activities.
Moreover, BSEC and BB should also focus on analyzing the feasibility of introducing a
legal entity like CCP to mitigate the settlement risks for the G-Sec and corporate bonds.
Recommendations:
Approval times from BSEC may be reduced so that the targeted price and other market
parameters would not change. The required time to get approval for issuing a corporate
bond should be adjusted accordingly while simplifying the process.
At present, we have the framework for the bonds to be approved and issued in one-shot.
As the issuers raise the whole amount in a one-shot, they sometimes struggle to utilize the
funds accordingly as normally the projects are implemented phase by phase. At present,
the shelf-offering is approved on-demand only in case of private placements.
Recommendation:
In case of public offerings, an alternative method should be considered that allows the
issuers to get the approval in one step, while the issuance process lasting over a specified
period in multiple steps according to the utilization capacity of the issuer. This process
would ensure the efficient utilization of the funds.
Conclusion
As an emerging economy of the 21st century, Bangladesh needs to foster the fixed income
securities in order to ensure efficient financing options for long-term development projects. This
framework attempts to provide comprehensive guidance in outlining the existing issues faced in
developing the fixed-income securities market in Bangladesh. Along with highlighting the
probable issues related to our underdeveloped fixed-income securities market, various pragmatic
recommendations are mentioned in this framework for the G-Sec and the corporate debt market.
To overcome the obstacles that we are facing in developing the debt securities market, there is a
number of initiatives that can be taken by the concerned agencies. To address the challenges and
barriers for the development of this debt securities market and to implement the
recommendations mentioned in this framework, we need to promote inter-organizational
cooperation among different primary regulatory bodies like the Ministry of Finance (MoF),
Bangladesh Bank (BB), National Board of Revenue (NBR), Bangladesh Securities and Exchange
Commission (BSEC), Insurance Development and Regulatory Authority (IDRA), and other
primary regulators. As this framework provides a detailed guideline in regards to the
development of this market, the implementation of those recommendations would now
essentially be the area to focus on. To monitor the implementation phase of this framework to
establish a vibrant fixed income securities market in Bangladesh, a joint collaboration committee
consisting Bangladesh Bank (BB), Bangladesh Securities and Exchange Commission (BSEC),
Insurance Development and Regulatory Authority (IDRA), National Board of Revenue (NBR)
and the Ministry of Finance (MoF) could be formed.
The Government should adopt a clear issuance strategy and conduct proper cash forecasting in
every financial year. In this regard, the Finance Division, MoF should establish a central IT-
based cash management cell, where all the stakeholders (different line ministries) could input
their expenditure and revenue plans periodically. Moreover, CDMC may focus on the
development of the financial market along with the cash and debt management of the
Government. CDMC may also adopt a policy in regards to the management and investment of
the surplus cash amount in the market by exploring alternative investment opportunities.