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Project Finance Law in Bangladesh | Meheruba

Project Finance Law in Bangladesh | Meheruba
Core Practice

Project
Finance Law
in Bangladesh

Meheruba provides comprehensive legal advisory for project finance in Bangladesh, guiding sponsors, lenders, and investors through complex energy, infrastructure, and industrial projects. We ensure robust deal structuring, security, and compliance with local and international standards.

Bankable Deal Structuring Crafting financing structures that attract local and international lenders, minimizing sponsor risk.
Robust Security Packages Perfecting local and cross-border security interests to protect lender investments.
Regulatory & Compliance Clarity Navigating Bangladesh Bank, BIDA, and sector-specific approvals for seamless project execution.
Project Finance Advisory

Expert legal counsel for project finance in Bangladesh's growing economy

If you are seeking legal counsel for project finance in Bangladesh, you understand the intricate balance required to fund large-scale ventures. Meheruba provides expert legal guidance to sponsors, developers, lenders, and government entities involved in complex infrastructure, energy, and industrial projects. Our team navigates the unique challenges of the Bangladeshi market, from regulatory complexities to cross-border financing structures, ensuring your project achieves financial close and successful operation.

Our approach to project finance is commercially pragmatic and legally rigorous. We work closely with clients to structure deals that mitigate risk, optimize financing terms, and ensure compliance with both local laws and international best practices. Whether it’s advising on Banking & Finance arrangements, drafting robust concession and offtake agreements, or managing regulatory approvals, Meheruba is your trusted partner for successful project development in Bangladesh. We bring deep understanding of the local landscape, coupled with international expertise in large-scale transactions.

Deal Structuring & Documentation

Advising on SPV formation, facility agreements, inter-creditor agreements, and key project contracts for bankability.

Risk-Minimized • Bankable

Security Package & Enforcement

Structuring and perfecting charges over assets, assignments of revenues, share pledges, and guarantees for lender protection.

Robust • Enforceable

Regulatory Approvals & Compliance

Navigating Bangladesh Bank, BIDA, BEZA, and sector-specific clearances for smooth project execution and operations.

Expedited • Compliant
How We Work

A structured approach to de-risk complex project finance in Bangladesh

Our project finance legal services are designed to provide clarity and efficiency in inherently complex transactions. We follow a systematic process to ensure every legal aspect, from initial structuring to financial close and ongoing compliance, is meticulously handled.

Step 01

Initial Assessment & Structuring

We analyze project viability, identify key stakeholders, and advise on optimal legal and financial structures, including SPV formation.

Step 02

Due Diligence & Risk Mitigation

Conducting comprehensive legal due diligence on project assets, contracts, and regulatory compliance to identify and mitigate risks.

Step 03

Documentation & Negotiation

Drafting and negotiating all project agreements, loan documents, and security packages to protect client interests and ensure bankability.

Step 04

Financial Close & Post-Closing

Facilitating financial close, assisting with regulatory approvals, conditions precedent, and ongoing compliance support.

Service Catalogue

Comprehensive project finance services we offer in Bangladesh

Meheruba’s project finance expertise covers the full lifecycle of complex projects. We advise on both local and cross-border transactions, ensuring seamless execution and adherence to the highest legal standards. Our goal is to help you successfully fund and operate your ventures in Bangladesh.

Project Structuring & SPV Formation

Advising on optimal project structures, special purpose vehicle (SPV) formation, and inter-company arrangements for efficient project delivery.

SPV SetupJV AgreementsDeal StructureTax Efficiency

Financing Documentation & Negotiation

Drafting and negotiating facility agreements, loan agreements, inter-creditor agreements, and other financing documents with lenders.

Loan AgreementsFacility DocsInter-creditorSyndicated Loans

Security Package Creation & Perfection

Structuring and registering charges, assignments, pledges, and guarantees over project assets, shares, and revenue streams in Bangladesh.

Asset ChargesShare PledgesRevenue AssignmentGuarantees

Concession, EPC & Offtake Agreements

Drafting and negotiating critical project contracts, including concession agreements, EPC contracts, O&M agreements, and power purchase/offtake agreements.

ConcessionEPC ContractsO&M ContractsOfftake

Regulatory Approvals & Compliance

Obtaining necessary approvals from Bangladesh Bank, BIDA, BEZA, and other sector-specific regulators for project development and operation.

BB ApprovalsBIDA RegistrationEnvironmentalImport/Export

Legal Due Diligence & Risk Assessment

Conducting comprehensive legal due diligence on all aspects of the project, including land, environmental, corporate, and contractual risks.

Land Due DiligenceEnvironmentalCorporate LawContract Review
FAQ

Common questions about project finance in Bangladesh

Navigating the legal landscape of project finance in Bangladesh can be challenging. Here are answers to some frequently asked questions that clients have before engaging a law firm for their project.

What is project finance and how does it work in Bangladesh?

Project finance in Bangladesh involves funding large-scale infrastructure, energy, or industrial projects through a special purpose vehicle (SPV). The financing is typically non-recourse or limited-recourse, meaning lenders rely primarily on the project's future cash flows and assets for repayment, rather than the sponsors' balance sheets. This structure requires complex contractual arrangements between sponsors, lenders, contractors, and off-takers. Meheruba advises on all aspects, including structuring the SPV, drafting facility agreements, security documents, and navigating local regulatory frameworks like Bangladesh Bank guidelines and foreign exchange regulations to ensure the project is bankable and compliant. Our expertise helps clients understand the nuances of Infrastructure & Construction financing and how to manage the associated risks effectively within the Bangladeshi context.

What types of projects does Meheruba advise on for project finance in Bangladesh?

Meheruba provides legal expertise for a diverse range of projects requiring project finance in Bangladesh. This includes critical infrastructure developments such as power plants (both conventional and renewable energy), roads, bridges, ports, and industrial facilities. We also assist with public-private partnership (PPP) projects, ensuring that all contractual arrangements, regulatory approvals, and security packages are robust and align with the interests of all stakeholders, from government entities to private sponsors and international lenders. Our focus is on ensuring these complex, capital-intensive ventures are legally sound from inception to completion, even in challenging scenarios like Restructuring & Insolvency planning for distressed assets.

What is the role of legal due diligence in project finance transactions?

Legal due diligence is a critical component of any project finance transaction in Bangladesh. It involves a thorough review of all legal aspects of the project, including land titles and acquisition, environmental permits, regulatory compliance, existing contracts (such as concession agreements, EPC contracts, and off-take agreements), and the legal standing of all parties involved. Meheruba conducts comprehensive due diligence to identify potential risks, liabilities, and legal impediments that could impact the project's viability or bankability. Our reports provide clear, actionable insights, enabling lenders and investors to make informed decisions and mitigate risks effectively, ensuring that the project's foundation is solid from a Corporate Law perspective as well.

How does Meheruba assist with security packages for project finance in Bangladesh?

Developing a robust security package is fundamental to successful project finance in Bangladesh. Meheruba assists clients in structuring and perfecting comprehensive security arrangements that protect the interests of lenders. This typically includes creating charges over project assets (e.g., land, plant, machinery), assignments of project contracts and revenues, pledges of shares in the SPV, and guarantees. We ensure all security documents comply with Bangladeshi law, including registration requirements under the Companies Act and other relevant statutes, and are enforceable in the event of default. Our expertise covers both local and cross-border security considerations for complex financing structures, drawing on our extensive experience in Banking & Finance to provide holistic solutions.

Note: This page provides general information on project finance law in Bangladesh and is not legal advice. For specific advice tailored to your project, please consult with a qualified lawyer.

Work With Us

Need expert legal guidance for project finance in Bangladesh?

If you are embarking on a major project and require specialized legal advice for project finance in Bangladesh, Meheruba offers strategic counsel and meticulous execution. Contact us for a consultation to discuss your project's unique requirements, legal risks, and how we can support your journey to financial close.