Thousands of investors in Beximco Green-Sukuk face growing uncertainty over the recovery of their investments as efforts to resolve the looming repayment crisis become increasingly complicated by disagreements among the trustee, regulator, sukuk originator and prospective foreign investors.
Two foreign investment firms have expressed interest in acquiring the Tk3,000 crore Shariah-compliant investment instrument and its associated solar assets. However, the prospects of a deal remain uncertain as Bangladesh Export Import Company PLC (Beximco) opposes the proposed sale, while Bangladesh Securities and Exchange Commission (BSEC) has raised questions about asset valuation and land ownership arrangements.
The crisis has intensified ahead of the sukuk’s scheduled maturity in December 2026, with the Investment Corporation of Bangladesh (ICB), its trustee, holding only Tk568 crore against aggregate obligations of approximately Tk2,850 crore.
The resulting shortfall of Tk2,282 crore has raised serious concerns about whether investors will receive their principal on time or face another repayment delay.
Dubai-based Adsum Capital Management LLC and Japan-linked Revival Global Ltd have separately submitted expressions of interest (EOIs) to ICB, proposing potential acquisitions or restructuring involving the sukuk and associated solar projects, including Teesta Solar Limited and Korotoa Solar Limited.
ICB Chairman Abu Ahmed confirmed that the corporation had received proposals from foreign investors interested in purchasing the Green-Sukuk.
“However, the sale of the sukuk depends on Beximco. It will not be possible to sell the instrument without an understanding among the concerned parties,” he told TIMES.
Ahmed said ICB had submitted an application to the securities regulator seeking necessary approval and expressed optimism that BSEC would take an appropriate decision while protecting domestic investors’ interests.
Adsum Capital expressed interest in exploring investment and acquisition opportunities involving Teesta Solar and selected Beximco Group assets in a letter to ICB dated August 12.
The UAE-based investment firm proposed acquiring a controlling interest in Teesta Solar and/or restructuring existing financial obligations, including those associated with the sukuk.
ICB informed BSEC about the proposal on September 3, describing it as a preliminary, non-binding expression of interest subject to due diligence, valuation, regulatory approvals and definitive transaction documents.
A second proposal came from Revival Global, which submitted its EOI on October 8, expressing interest in restructuring the Green-Sukuk and associated solar projects.
Huda Mohammad Faisal, chief executive officer of Revival Global, confirmed the proposal.
“If all the concerned parties are interested, we would like to acquire the entire sukuk,” the ICB Chairman said adding that the company had identified significant opportunities in Bangladesh’s bond market.
ICB subsequently expressed willingness to initiate discussions with Adsum, although it clarified that such engagement did not constitute acceptance of the proposal or a commitment to proceed with the transaction.
Despite the foreign interest, the securities regulator has expressed doubts about whether the proposed acquisitions will materialise.
BSEC Chairman Masud Khan told TIMES that the regulator would prioritise investors’ interests in deciding the matter.
“We will do what is in the best interests of investors. However, there are doubts about whether the parties that have expressed interest in purchasing the Beximco Sukuk will ultimately proceed with the deal,” he said.
Explaining the concerns, he said Teesta Solar did not own the land on which its power plant operates. Instead, the land had been taken on lease, and the lease tenure was nearing expiry.
“The assets mainly comprise machinery and equipment. After conducting a valuation, the two foreign companies may lose interest in acquiring the assets,” he said.
The BSEC Chairman also said that Beximco was unwilling to agree to the proposed sale and acknowledged investors’ frustration over the uncertainty surrounding repayment and the proposed maturity extension.
“We are aware of the investors’ concerns. We will take prompt action to ensure the best possible outcome for them,” he added.
Beximco has strongly opposed ICB’s engagement with Adsum Capital, urging the trustee not to proceed with discussions or sign any non-disclosure agreement to facilitate the proposed transaction.
In a letter dated October 7, addressed to ICB Managing Director Niranjan Chandra Debnath, Beximco MD Osman Kaiser Chowdhury argued that the proposal was unacceptable to the sukuk originator and the two associated solar companies.
The company claimed that relevant stakeholders had already reached a consensus to extend the sukuk’s tenure until December 2032 following recommendations from a high-level committee formed by Bangladesh Bank and a subsequent working committee.
Beximco said ICB had submitted an application to BSEC on June 30 seeking approval for amendments to the sukuk structure based on the committees’ recommendations. It also submitted a separate application on August 12 requesting an extension.
According to Beximco, BSEC had positively considered the proposal and requested a resubmission with a revised deed of trust, revised investment management agreement and a no-objection certificate from the Bangladesh Bank high-level committee.
However, the proposed extension has not been confirmed as having received final regulatory approval.
Beximco also attributed its inability to execute the relevant purchase agreements and pay the exercise price for redemption in December 2026 to political and financial difficulties since August 2024, including attacks on its facilities and restricted access to bank accounts and credit facilities.
Teesta Solar, located on approximately 650 acres of land in Sundarganj upazila of Gaibandha, was developed with an investment of around $300 million, equivalent to approximately Tk3,000 crore. The project began supplying electricity to the national grid in December 2022, adding around 200 megawatts of generation capacity.
According to information cited by ICB, more than Tk1,000 crore had already been repaid to sukuk shareholders between 2022 and 2026.
Beximco has disputed reports questioning the absence of a mortgage, arguing that the instrument was structured as an asset-backed sukuk and that the relevant assets had been transferred to the trustee on behalf of beneficiaries.
The conflicting positions over the proposed sale, maturity extension and valuation of the underlying assets have complicated efforts to find a sustainable repayment solution.
With a Tk2,282 crore funding gap, regulatory uncertainty and opposition to the proposed acquisition, investors remain uncertain about recovering their money when the sukuk matures in December.
