It may be possible, but the transaction must fit within the foreign exchange framework. Most hedging by Bangladeshi corporates is done with authorised dealer banks in Bangladesh, which offer forwards, swaps and options against an underlying exposure. A direct hedge with an offshore bank raises questions about remittance of payments, collateral posted abroad and whether the transaction is permitted without Bangladesh Bank approval. Where a foreign lender requires a hedge, it is often arranged through a local bank with a back-to-back hedge. We review the proposed structure and advise on a route that is permitted and practical.

This is one of the most common questions from international dealers. Bangladesh does not have a dedicated netting statute, so the answer depends on general contract and insolvency principles, the type of counterparty and the structure of the documents. Banks and companies in Bangladesh are subject to different insolvency and resolution regimes, which affects the analysis. Collateral arrangements raise further questions about perfection and priority. We provide reasoned legal opinions on netting and collateral for specific counterparties and transaction types, identifying the risks that dealers need to price or mitigate in their structured finance and derivatives documentation.

Bangladesh Bank's guidelines generally allow authorised dealer banks to offer forwards, swaps and options to customers with a genuine underlying exposure, such as import payments, export receipts or foreign currency borrowing. The bank must assess suitability, document the transaction properly and manage counterparty risk, as reflected in the updated foreign exchange risk management guidance issued in 2025. Tenor, cancellation, rollover and reporting conditions may apply. Corporates should always keep clear evidence of the underlying exposure. We advise companies and banks on hedging documentation and on disputes about hedges that no longer match the underlying transaction.

An originator, typically a bank, finance company or corporate, transfers a pool of assets or receivables to a special purpose vehicle or trust, which issues asset-backed securities to investors and pays them principally from the cash generated by the assets. BSEC's Debt Securities Rules 2021 govern the issue and require approvals, a trustee, a credit rating and disclosure. The key legal tests for counsel are whether the transfer is a true sale, whether the vehicle is protected from the originator's insolvency, and whether stamp duty and registration make the structured finance transaction economically viable.

Future flow securitisation, where an originator sells receivables that will arise from future business, such as export proceeds, toll revenues or remittance flows, is used in many emerging markets and has been discussed in Bangladesh. It raises several additional questions: whether a future receivable can be effectively assigned under Bangladesh law, how the investors are protected if the business stops generating flows, and how foreign exchange rules apply where receipts are in foreign currency. We assess these questions on the specific structure and advise on what credit enhancement and documentation investors are likely to need.

A true sale opinion confirms that the transfer of assets from the originator to the vehicle is a genuine sale rather than a secured loan, so that the assets would not form part of the originator's estate if it became insolvent. Investors and rating agencies rely on that conclusion because it separates the credit of the securities from the credit of the originator. Relevant factors include the price paid, recourse to the originator, control over collections and accounting treatment. We provide true sale and related opinions for Bangladesh structured finance transactions, setting out assumptions and qualifications clearly.

Islamic banks in Bangladesh, a significant part of the sector, operate alongside conventional banks and offer Shariah-compliant alternatives to some conventional products, including profit rate and currency arrangements based on promises and sale contracts. Sukuk are regulated under BSEC's Debt Securities Rules 2021 alongside conventional securities. The legal analysis focuses on whether the documents reflect the underlying Shariah structure accurately and remain enforceable under Bangladesh law. We work with Shariah advisers on these products and advise banks and corporates on documentation and the regulatory approvals that apply. Clear drafting reduces the risk of later challenge to the structured finance documents.

Customers who face unexpected losses on hedges sometimes seek to dispute the termination amount, the validity of the close-out, or whether the product was suitable and properly explained. The outcome depends on the documents, the bank's compliance with Bangladesh Bank requirements on suitability and disclosure, the market data used in the calculation and the governing law. Both sides should preserve records, including recorded calls and sales materials, and avoid hasty admissions. We review the documents and calculations for banks and customers, advise on negotiation, and handle litigation or arbitration if the dispute cannot be resolved commercially.