BSEC to Set Up Pool of Independent Directors for Companies

• BSEC will form a talent pool for independent directors who will assist companies in selecting directors with expertise
• The news was broken by BSEC Commissioner Farzana Lalarukh

The Bangladesh Securities and Exchange Commission (BSEC) will form a group of independent directors that will assist companies in finding the aptly qualified candidate with expertise suited for their respective enterprises, BSEC Commissioner Farzana Lalarukh said today.

BSEC Commissioner Farzana made these comments at an event on independent directors, jointly hosted by Institute of Chartered Accountants of Bangladesh (ICAB) and International Finance Corporation at ICAB’s Dhaka office.

She reiterated that independent directors should have some knowledge about the sector they belong to. She explained that there have been instances of people being made directors with no expertise at all.

“They may be a teacher of Bangla literature to be a director in a textile firm or a doctor with no relation to business. To fulfill a requirement under the corporate code that requires a woman director, it is unnecessary. Companies can seek exemption if required, but independent directors should have relevant knowledge.”

According to the code of corporate governance, it becomes mandatory for every listed company to have at least one woman independent director on their board. Although there is an extension of deadlines for making women directors till December 31, 2025, as yet, only 138 out of 360 listed companies have done so.

To make it easier for appointments, BSEC will prepare a list of male and female independent directors based on expertise, jointly with IFC.

It was brought into notice that 21 women are members of the board as chartered accountants, and 134 are waiting for appointments as board members. ICAB will start imparting training to independent directors with IFC from 2026.

Farzana also emphasized the role of corporate culture and said, “Without a proper internal setup and enforcement of good governance, independent directors cannot improve the situation.”

The event also witnessed speakers such as Kamran T. Rahman, President, Metropolitan Chamber of Commerce and Industry, Syed Nasim Manzur, Managing Director, Apex Footwear, and Syed Mahbubur Rahman, Managing Director and CEO, Mutual Trust Bank.