BSEC warns of legal action over lack of female independent directors

FE Report | Published: May 03, 2026 22:00:57

Listed companies without a female independent director on their boards will face legal action if they fail to appoint at least one by June this year, according to a press release issued on Sunday.
The instruction came at a meeting between representatives of the Bangladesh Securities and Exchange Commission (BSEC) and company secretaries.
According to the Dhaka Stock Exchange (DSE), 131 out of 294 listed companies have not yet complied with the mandatory provision of the corporate governance code regarding the appointment of a female independent director to their boards.
As per the regulatory guidelines, listed companies are required to appoint individuals from among entrepreneurs, members of business organisations, corporate leaders, teachers at public or private universities, retired or current government officials, professional degree holders, or practising lawyers in the High Court Division as independent directors.
The president of the Bangladesh Association of Publicly Listed Companies (BAPLC), Riad Mahmud, said they were in favor of 'gender equity' and that listed companies also wanted to appoint female independent directors. However, there is a shortage of senior female professionals who fit the criteria set by the securities regulator to fill positions in so many companies.
Mr Mahmud asked why a female architect would not be eligible to be appointed as an independent director. "The regulator should extend the scope of choosing potential female candidates from other professions too," he added.
On the eligibility of a female architect for the position, Mr Mahmud said that all board members do not need to understand the nitty-gritty of business operations.
"A 360-degree mindset of a female candidate is important to add value to a company."
The Corporate Governance Code, 2018, of the securities regulator, which was amended in 2024, required non-compliant companies to appoint at least one female independent director by December 2025.
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