The Chambers played a key role in drafting and negotiating factoring agreements involving trade between a Leading local bank and PrimaDollar (a British-based Finance Group) and also IFC involving account receivable finance.

We advised a local commercial bank involving a complex cross-border dispute between a buyer, seller, and subcontractor for the supply of low-quality, defective COVID 19 related masks. We advised on FOREX regulation, refund, central bank rules & regulations, escrow account transactions, etc.

While working in the central Bank strengthening project for A Hossain & Associates in 2004 to 2006, Mr. Rahman was involved in drafting of several circulars, regulation and guidelines along with other renowned lawyers from Fox Mandal, India & Gide Loyrette Nouel, France on several matters including banking regulatory, money laundering, credit information, supervision, foreign exchange, Islamic banking etc. This in-depth knowledge and experience of Mr. Rahman clearly give an extra edge compared to other competitors in the market.

We in the capacity as a panel lawyer of central bank from 2006 to 2015 have advised central bank on several regulatory issues:

• Translating the proposed Bank Company Act 2009, Bangladesh Bank Act 2009 and Financial Institution Act 2009 from English to Bengali for Bangladesh Bank.
• Regulations involving transactions and/or drawing from the bank accounts of a company, under liquidation,  with a  local bank by foreign company a company incorporated in England and Wales
• Several transactions involving FOREX regulations e.g. cash incentives, international trade. Bill of lading, money exchange etc.
• Regulations involving specific transactions under EEF and grihayon fund
• Advised on several issues regulations under Money laundering
• Banking regulations involving taking deposit without having banking license.

As our private sectors clients grew, to avoid conflict of interest we had no option but to discontinue the work with central bank. Since 2016 we have advised on the below issues:

• Legal Due Diligence involving getting NBFI license from central bank
• loan security and documentation requirements under Bangladesh Bank regulations and circulars for with regard to “second mortgage”.
• rules and regulations for availing stimulus package made available during the COVId-19 pandemic.

Mr. Rahman was involved in Drafting Islamic Banking Act 2006 and Islamic Banking Guidelines along with other reputed lawyers at CBSP. The firms understanding over Islamic mode of finance is notable as it often advised bank over their Islamic Finance policy from legal point of view.

Project Finance refers to off-balance sheet/non-recourse financing or sourcing of funds to long-term projects. One of the notable features is non-recourse financing wherein the company that takes up the project offers itself as a Special Purpose Vehicle (SPV). The SPV is formed to procure and manage all the funds that are received towards the completion of the project. Since the SPV is a limited liability entity, the lenders are only entitled to the assets of the project which may be the guarantee of completion and the expected future cash flows, if the company defaults.

General security documentation 

The firm as a whole has long experience of working for bank’s loan security documentation works like verification of Property Documents, search in sub-registry and joint-stock, drafting Mortgage deeds, negative mortgage, Bank Guarantee, Power of Attorneys, revocation of power, Deed of Redemption, letter of Hypothecation, deed of Floating Charges, satisfaction, modification of charges, etc and also various lending agreements e.g. term loan agreement, lease agreement, etc.

Project finance agreements 

Besides, the firm’s senior lawyers have significant experience of drafting/vetting of Project finance related agreements like Escrow Account agreement, syndicated term loan agreement, pari passue security sharing, working capital facility, equity support and share retention agreements etc.

Non PPP off balance sheet projects 

The firm acted for lenders, in few, non-PPP, off balance sheet, project finances as follows:

• Procurement, operation of a brand-new Aircraft by Biman Bangladesh Airlines Limited for amount USD$140 million only involving the Eastern bank Ltd, the lead arranger, The City Bank Limited and few other Banks.
• Hydrogen Per Oxide production plant of Fakir Chemicals Limited for Taka one billion ninety-one million for involving One Bank Limited, lead arranger and The City Bank Ltd.
• Poultry feed projects of ACI GODREJ AGROVET (PVT) LIMITED for Taka ninety-five million involving Standard Chartered bank and the City Bank Limited.

Regulation: Project Finance and PPP

The firm’s senior lawyers’ have deep understanding of regulation of projects finance from both banking and Government PPP/ Authority perspectives and due to their full-time work assignments with Central Bank and also Power Division . The related work experiences are as follows:

• Involved in drafting very first Guidelines for Central Bank on Debt Equity Ratio for projects seeking large loan from banks and financial institutions in 2004 based on which later guidelines were issued.
• Involved in drafting of very first Guideline on Public Private Partnership prepared by Power Division in 2007 based on which later guidelines and laws were promulgated.

PPP Projects 

The firm’s senior lawyers’ have deep understanding of sponsor’s perspectives as they acted for major project sponsor company engaged in projects finance transactions involving BOT/BOO based PPP projects as follows:

• Acted as Project Sponsor’s counsel and Negotiated and concluded Term Loan Facility and other security documentation between Summit Narayanganj Power Company Limited and DEG, FMO for USD 45m
• Negotiated and concluded long term financing of dual fuel power plant for USD 190m between Summit Meghnaghat Power Company Limited and the Infrastructure Development Company Limited (IDCOL), Standard Chartered Bank and a syndicate of European DFIs.
• Advised, jointly with another law firm, on finance documentation and security arrangements works involving takeover of a power project of 450MW combined cycle gas fired AES Meghnaghat Power project as financed by Asian Development Bank, as well as other lenders e.g. Infrastructure Development Company Limited (IDCOL).
• Negotiated and concluded long term financing of dual fuel power plant for USD 68 m for Ace Alliance Power Limited – with IDCOL, OFID and ICD.
• Negotiated and concluded long term financing of USD 210m for Summit Bibiyana II Power Company Limited with ADB, IFC and Islamic Development Bank.

Corporate and Structured Finance

The firm has long experience of advising banks on  several corporate and structure finance assignments.

We have recently advised and assisted in the process, of a local client, securing BIDA permission for a foreign loan,

The Cabinet approved the draft of the Secured Transactions (Movable Property) Act on providing movable assets e.g., Vehicles, machinery, furniture, electronic appliances, software, agricultural products, minerals, processed fish, and livestock etc. as collateral.