It depends on the function. BSEC supervises the stock exchanges, the central depository, the central counterparty and other capital market intermediaries under the securities laws. Bangladesh Bank supervises payment and settlement systems, including the systems used to move cash when securities trades settle, and it regulates banks that act as settlement or custodian banks. Some financial market infrastructure projects therefore need engagement with both regulators, and sometimes with Invest Bangladesh for foreign investment registration. We map the functions first so that each approval is sought from the right body and nothing falls between the two regimes.

Demutualisation was designed to allow strategic investors into the exchanges, and a strategic stake sale has taken place in the past. Any acquisition of exchange shares is, however, subject to the demutualisation law, BSEC approval, ownership limits and fit and proper assessment of the investor. Foreign investors also need to consider foreign exchange rules for bringing in capital and repatriating dividends. We review the current shareholding structure, the transfer restrictions, the regulator's likely conditions and the governance rights that can realistically be negotiated before any offer is made to the existing shareholders or the exchange board.

Enforceability depends on how the rulebook, participant agreement and collateral documents interact with general insolvency law. Settlement finality and netting protection should not be assumed, so the analysis draws on the securities laws, the payment systems legislation, regulator-made rules, contract and the company winding-up provisions. We look closely at whether netting and close-out will be respected, whether collateral is held by way of outright transfer or security, how client positions are segregated, and whether any registration or perfection steps are required for the financial market infrastructure to rely on its rights.

Usually the regulator will expect to be informed and may need to approve outsourcing of critical functions, particularly where systems or data sit outside Bangladesh. Approval requirements vary by institution and by the type of system. Beyond regulatory consent, the contract must give the operator and its regulator rights of audit and access, robust service levels, incident reporting, business continuity testing and a workable exit plan. The Personal Data Protection Act 2026 adds rules on processing and transferring investor data. We prepare the vendor contract and the regulator-facing explanation together so the two are consistent.

Exchanges, depositories, brokers and their vendors process large volumes of investor personal data, including identity documents, account details and trading records. The Personal Data Protection Act 2026 introduces obligations on lawful processing, security, data subject rights and transfers. Implementing rules and regulator guidance are still developing, so we recommend a mapping exercise across the financial market infrastructure and its service providers, followed by updated notices, contracts and internal policies. We also carefully consider how data protection duties interact with existing securities law requirements to retain records and share them with regulators.

Yes, banks commonly act as settlement banks and custodians, but each role carries its own regulatory requirements. Custodial services for securities are subject to BSEC registration, while the bank itself remains under Bangladesh Bank supervision and must comply with its rules on exposures, liquidity and operational risk. The settlement bank agreement should state clearly when payment is final, how failed payments are handled and what happens if the bank itself fails. We advise banks and operators on the documentation and on aligning the arrangement with both regulators' expectations. Operational resilience and outsourcing by the bank are also reviewed.

Bangladesh has been developing a framework for commodity derivatives trading through the capital market regulator, and work on launching exchange-traded products has continued in recent years. Because the rules and product approvals are still evolving, we confirm the current position before advising on any specific contract, membership or technology project. Questions usually include whether a product is a security or a commodity contract, which entity can list it, how clearing and margining will work, and what limits apply to foreign participation. We also coordinate with counsel abroad where a foreign exchange or clearing house is involved.

BSEC has investigative and enforcement powers under the securities laws, including the power to call for information, conduct inquiries and impose penalties. The first step is to understand the scope of the inquiry, preserve relevant records and decide who will respond and how. We advise on privileged internal reviews, written submissions, attendance at hearings and any challenge to the outcome, including writ proceedings in the High Court Division where a decision may be unlawful. For a financial market infrastructure operator, we also consider the likely effect on members, investors and public disclosure obligations.