Efforts are underway to extend the tenure of Beximco Green Sukuk in order to facilitate the repayment of investors’ funds. Against this backdrop, Dubai-based Adsum Capital Management LLC has expressed interest in acquiring Teesta Solar Limited — a 200 MW project and one of the Sukuk’s principal assets.
The development has raised fresh questions over the protection of investors in the nearly Tk 3,000 crore Sukuk.
Documents show that on 12 August, Beximco submitted a proposal to the Bangladesh Securities and Exchange Commission (BSEC) to extend the Sukuk’s maturity until December 2032. On the same day, Adsum Capital sent an Expression of Interest (EoI) to the Investment Corporation of Bangladesh (ICB) — the Sukuk’s trustee — seeking to acquire Teesta Solar and certain other selected assets.
Teesta Solar, located in Sundarganj, Gaibandha, is already supplying power to the national grid on a regular basis and generating revenue. In contrast, Karatoa Solar, which falls under the same Sukuk, has yet to commence commercial operations. As a result, Teesta Solar’s income is considered critical for both profit distribution and the eventual return of capital to investors.
ICB forwarded Adsum’s proposal to the BSEC for review on 3 September. On 20 September, the Commission responded that simply extending the tenure — without a clear roadmap for capital repayment upon the current December maturity — would not resolve the issue. It also instructed that proposals be invited from qualified domestic and foreign investors through an open and transparent process, rather than relying on a single entity.
Following this, ICB scheduled a preliminary meeting with Adsum’s representatives for 8 October in the boardroom of the Special Purpose Vehicle (SPV). Adsum’s local legal counsel, Syed Ishtiaq Ahmed & Associates, and representatives of the audit firm A. Qasem & Co. were also invited to participate.
However, on 7 October — the day before the scheduled meeting — Beximco wrote to ICB raising objections. In a letter signed by the company’s managing director, Beximco stated that under the Sukuk Trust Deed and BSEC regulations, the trustee cannot disclose information or enter into a Non-Disclosure Agreement (NDA) with any third party without the originator’s consent. The company further asserted that extending the tenure to 2032, in line with the recommendation of a high-level committee of Bangladesh Bank, remains the only acceptable path forward.
Adsum, for its part, has said it is acting on behalf of a top-tier institutional investor based in the United Arab Emirates. However, the identity of that investor — or its ultimate beneficial owner (UBO) — has not been disclosed.
Experts maintain that whether the eventual decision is to sell Teesta Solar or to restructure the Sukuk’s tenure, the interests of investors must take priority. This, they say, requires an independent valuation of the asset, selection of any buyer through open competition, and a clear determination of how much of any sale proceeds will be applied toward the repayment of investors’ capital.