DHAKA, Sept 1, 2026 (BSS) - The Bangladesh Securities and Exchange Commission (BSEC) has approved the draft of the Bangladesh Securities and Exchange Commission (Direct Listing of Securities by Stock Exchange) Rules, 2026, paving the way for companies to get listed on stock exchanges without going through an Initial Public Offering (IPO).

The decision was taken at the 1027th commission meeting held today with BSEC Chairman Masud Khan in the chair, said a press release.

The commission said the draft rules would be published in newspapers and on the BSEC website for public opinion.

Under the proposed rules, companies will be able to directly list their securities on stock exchanges through offloading shares held by existing shareholders, subject to meeting prescribed conditions.

The proposed rules cover, among others, fully or majority government-owned companies; companies in which the government directly or indirectly owns at least 10 percent of paid-up capital; companies fully or majority owned by foreign shareholders; and companies with at least Tk 300 crore in paid-up capital that are BTRC-approved telecommunications and ICT-related service providers or ICT infrastructure or manufacturing companies.

Scheduled banks, financial institutions and insurance companies with at least three years of operations, as well as companies having annual turnover or total assets of at least Tk 500 crore, will also be eligible, subject to fulfilling other conditions set by the commission, stock exchanges, the depository and the central counterparty.

The BSEC meeting also decided to amend relevant provisions of its Directive No. BSEC/CMRRCD/2009-193/77 dated May 20, 2024.

Under the amendment, prior approval from the commission will not be required for transactions or transfers of shares/equity securities held by a sponsor or director of a Z-category company in cases such as confiscation of shares due to loan default and transmission of shares following the death of a shareholder. 

The relevant stock exchanges will take necessary measures in accordance with their listing regulations.

The commission also took a decision regarding the remittance of dividends to foreign shareholders of listed companies.

According to the decision, concerned companies will have to remit declared or approved dividends to foreign shareholders within 30 days from the date of obtaining the Double Taxation Avoidance (DTA) Certificate from the National Board of Revenue (NBR), and within the relevant financial year.

The companies will also have to submit a Preliminary Dividend Compliance Report after completing dividend distribution among local shareholders. A Dividend Compliance Report must be submitted to the BSEC and the relevant stock exchange within 30 days of remitting dividends to foreign shareholders.

Meanwhile, the commission approved a work plan submitted by the Dhaka Stock Exchange (DSE) for launching financial derivatives products.

The work plan includes regulatory initiatives, system development and infrastructure preparation, clearing and settlement arrangements, and risk-management measures. The BSEC will monitor implementation of the plan on a regular basis.

Trading in financial derivatives is expected to initially begin with index futures, with formal trading of financial derivatives products on the DSE expected to commence in January 2028, according to the commission's plan.