CDBL Annual Report AR - 2023 - 2023!12!10
CDBL Annual Report AR - 2023 - 2023!12!10
CDBL Annual Report AR - 2023 - 2023!12!10
2023
Contents
Notice of the 23rd AGM 03
Mission & Vision 04
CDBL Overview 05
Board of Directors 06
Operational Highlights 10
Financial Highlights 13
CDBL Team 14
Twenty Second Annual General Meeting 15
CDBL News 15
Directors’ Report
Market Overview 19
Central Depository System (CDS) Operations 21
Human Resources 22
Financial Results 22
Dividend 23
Contribution to the National Exchequer 23
Outlook 23
Changes in Directorship 23
Election of Directors 24
Appointment of Auditors 24
Acknowledgements 24
Auditors’ Report & Financial Statements
Auditors’ Report 26
Statement of Financial Position 31
Statement of Profit or Loss and Other Comprehensive Income 32
Statement of Changes in Equity 33
Statement of Cash Flows 34
Notes to the Financial Statements 35
Proxy Form 47
03
Mission
Mission of Central Depository Bangladesh Limited (CDBL) is to have a sound
management team with carefully-chosen, highly-motivated staff fostering a
spirit of enthusiasm balanced with prudent policies to achieve a high level of
sophistication and expertise in the performance of its personnel by
consistently striving to provide high quality services that are reliable,
transparent and efficient by:
Vision
Vision of Central Depository Bangladesh Limited (CDBL)
is to be a dynamic, forward looking institution committed to
adding value to the business of its clients. It will be
equipped with up-to-date Information Technology to
ensure prompt customer response and provide innovative
solutions to the needs of the capital market playing a
pivotal role in Bangladesh’s financial services sector.
04
CDBL Overview
Central Depository Bangladesh Limited (CDBL) is engaged in the operations of the Central Depository
System (CDS), a major financial market infrastructure in Bangladesh established as a part and parcel
of the overall financial sector reforms initiative spearheaded by the Ministry of Finance. CDBL was
incorporated on 20th August 2000 sponsored by the country's Nationalized Commercial Banks (NCBs),
Investment Corporation of Bangladesh (ICB), Private Commercial Banks (PCBs), Foreign Banks,
Merchant Banks, Publicly Listed Companies, Insurance Companies and Dhaka & Chittagong Stock
Exchanges with the collaboration of the Asian Development Bank (ADB). The Company received
registration from the Bangladesh Securities and Exchange Commission (BSEC) on 11th September
2001 under Depositories Regulations 2000 and subsequently obtained business commencement
certificate on 23rd December 2003 from the BSEC. The main objective of the Company is to assist
listed companies in the handling of scriptless delivery, settlement and transfer of ownership of
securities through computerized book entry system.
Legal basis for CDBL’s operations is set out in the Depository Act, 1999; Depository Regulations, 2000;
Depository (User) Regulations, 2003 and the CDBL Bye Laws.
CDBL’s core services cover the efficient delivery, settlement and transfer of securities through
computerized book entry system i.e. recording and maintaining securities accounts and registering
transfer of securities; changing the ownership without any physical movement or endorsement of
certificates and execution of transfer instruments. The Central Depository System (CDS) operated by
CDBL has proved to be a convenient and reliable means to settle securities transaction. The investor
has been freed from the hassles of physical handling of certificates, errors in paper work and the risks
associated with damaged, lost and forged certificates. CDBL eliminated the risks and problems caused
by the cumbersome process of physical transaction of shares at Dhaka and Chittagong stock
exchanges by Electronic Book Entry Transfers.
CDBL’s operations are carried out in its Main Data Centre which is linked to a remote Disaster
Recovery Centre operating as a backup with data update taking place simultaneously. Live operations
of the CDS commenced with the inauguration of the Electronic Government Securities Registry
(EGSR) by the Governor of Bangladesh Bank on 20th October 2003. Equity market securities
dematerialization process i.e. eliminating physical certificate as record of security ownership by
electronic book entry record in the CDS commenced on 24th January 2004 with the entry of Square
Pharmaceuticals Limited into the CDS. CDBL’s Software application VeDAS (Versatile engine for
Depository Accounting System) is built with .Net and Web based technologies at the Front End and
Oracle at the Back End centralized database. Network connectivity to Depository Participants (DPs),
Issuers, Banks, Stock Exchanges and Bangladesh Securities and Exchange Commission is through
Front End interfaces accessed by fiber optics network connections.
CDBL is continuously enhancing its knowledge and capabilities in order to respond to any dynamic
business environment to achieve better result. CDBL as a member of Asia Pacific Central Securities
Depository (CSD) Group (ACG) hosted the 17th ACG General Meeting in 2013 and 11th ACG cross
training seminar in 2009 at Dhaka. Since 14th February 2003 CDBL has been acting as National
Numbering Agency for International Securities Identification Number (ISIN) and Classification of
Financial Instruments (CFI) in Bangladesh, initially as a partner and since 3rd June 2010 as a full
member of Association of National Numbering Agencies (ANNA). CDBL is also an associate member
of South Asian Federation of Exchanges (SAFE).
05
Board of Directors
Mr. Sheikh Kabir Hossain
Chairman
Nominee of Bangladesh Insurance
Association (BIA)
Mr. Md. Afzal Karim Prof. Dr. Hafiz Md. Hasan Babu
Director Director
Nominee of Nationalized Commercial Banks Nominee of Dhaka Stock Exchange Ltd. (DSE)
06
Board of Directors
07
Mr. Tarique Afzal Mr. Naser Ezaz Bijoy
Director Director
Nominee of AB Bank Limited Nominee of Standard Chartered Bank
08
Mr. Md. Harun-Or-Rashid Mr. Asif Ibrahim
Director Director
Nominee of Sadharan Bima Corporation Nominee of Chittagong Stock Exchange PLC. (CSE)
Mr. Md. Afzal Karim Prof. Dr. Hafiz Md. Hasan Babu
Director Director
Nominee of Nationalized Commercial Banks Nominee of Dhaka Stock Exchange Ltd. (DSE)
09
Operational Highlights
FINANCIAL YEARS ENDED 30th JUNE
Investors Accounts set up in the CDS 6,981,200 7,075,007 7,565,414 7,745,265 7,821,323
Investors Accounts with Share Balances 1,273,251 1,242,060 1,411,269 1,475,349 1,396,052
Investors Accounts with Zero Balances 1,040,202 905,026 808,104 467,869 386,385
Number of Shares in the CDS (in millions) 66,435 69,711 84,688 91,125 95,599
10
Investors Accounts at a Glance
78,337
386,385
June/23
1,396,052
1,860,774
110,204
467,869
June/22
1,475,349
2,053,422
317,058
808,104
June/21
1,411,269
2,536,431
408,425
905,026
June/20
1,242,060
2,555,511
496,397
1,040,202
June/19
1,273,251
2,809,850
Investors Accounts with Share Balances Investors Accounts in operable state in the CDS
11
Depository Participants (DPs) at a Glance
12
Financial Highlights
FINANCIAL YEARS ENDED 30th JUNE
Balance Sheet - Taka 2019 2020 2021 2022 2023
Paid-up Capital 2,000,000,000 2,000,000,000 2,000,000,000 2,000,000,000 2,000,000,000
Reserve:
CDS up-gradation 900,000,000 950,000,000 1,100,000,000 1,250,000,000 1,300,000,000
Headquarter building 3,150,000,000 3,250,000,000 3,350,000,000 3,550,000,000 3,600,000,000
Investor Protection 350,000,000 400,000,000 450,000,000 500,000,000 550,000,000
13
CDBL
Team
Managing Director
& CEO (CC)
Md. Abdul Mutaleb
General Managers
Md. Tohabin Huq, G M Ahsanul Haque
Md. Moinul Haque,
Raquibul Islam Chowdhury, Md. Shahidul Islam
Support Staff
Md. Shafkul Islam, Md. Sarwar Hossain, Bappi Mozumder AlAmin, Md. Zubaed
14
Twenty-Second Annual General Meeting
The 22nd Annual General Meeting of Central Depository Bangladesh Limited (CDBL) was held on Sunday, 11th
December 2022 over Zoom Cloud Video presided over by Mr. Sheikh Kabir Hossain, Chairman of the Company.
CDBL Directors Mr. A K M Nurul Fazal Bulbul, Mr. Naser Ezaz Bijoy, Mr. Azam Jahangir Chowdhury, Md. Afzal
Karim, Mr. Asif Ibrahim, Mr. Tapan Chowdhury, Mr. Md. Abul Hossain, Mr. Tarique Afzal, Mr. Sayed Bealal
Hossain, Mr. Md. Eunusur Rahman and Managing Director & CEO Mr. Shuvra Kanti Choudhury, FCA attended the
AGM along with a significant number of shareholders of the Company.
CDBL News
World Forum of Central Securities Depositories (WFC)
The Chairman Mr. Sheikh Kabir Hossain, Vice-Chairman Mr. A K M Nurul Fazal Bulbul, Managing Director & CEO Mr. Shuvra Kanti
Choudhury, FCA and General Manager Mr. Md. Shahidul Islam, attended World Forum of Central Securities Depositories (WFC) 2023 held
at Prague, Czech Republic from 24 May to 26 May 2023.
15
Annual General Meeting (AGM) of Association of National Numbering Agencies
Mr. Md. Abdul Mutaleb, Managing Director & CEO (CC) of CDBL attended Annual General Meeting (AGM) of Association of National
Numbering Agencies (ANNA) held at London, United Kingdom organized by London Stock Exchange from 14-16 June 2023.
Inauguration of NAV, surrender & Issue price upload module for Asset
Management Companies (AMC)
NAV, surrender & Issue price upload module for Asset Management Companies (AMC) developed by CDBL was
inaugurated by Prof. Shibli Rubayat-Ul Islam, Chairman, Bangladesh Securities and Exchange Commission on
14th February 2023 at BSEC Multipurpose Hall. Dr. Mizanur Rahman, Commissioner, BSEC along with High
officials of BSEC, CDBL and Asset Management Companies were also present at the occasion.
16
Training on Grievance Redressal Mechanism
A training workshop for the employees of Central Depository Bangladesh Limited (CDBL) was held on July 20-22, 2023 at Grand Sultan Tea
Resort and Golf, Sreemangal regarding the grievance redressal mechanism. Honorable Chairman of CDBL Mr. Sheikh Kabir Hossain was
present as a chief guest in this workshop. The workshop was presided by the honorable Commissioner and APA team leader of BSEC Mr.
Md. Abdul Halim. All members of the Grievance Redressal Committee of BSEC, the Managing Director & CEO and Deputy Managing Director
of CDBL were also present there.
CDBL organized discussion and Dua Mahfil on the martyrdom of Father of the Nation
Commemorating the 48th anniversary of the martyrdom of Father of the Nation Bangabandhu Sheikh Mujibur
Rahman and his family members Central Depository Bangladesh Limited (CDBL) organized a discussion meeting
and Dua Mahfil on 21st August 2022 at the CDBL office in a hybrid mood. In the discussion, Chairman,
Vice-Chairman, Directors, and Managing Director & CEO (CC) of CDBL discussed about the life, philosophy and
political activities of the Father of the Nation Bangabandhu in details.
17
Dire
c
Rep tors’
ort
Directors’ Report
Tk.367.93
Tk.260.66
Tk.215.83
Tk.187.85
Tk.166.86
Tk.160.61
Tk.126.57
Tk.120.11
Tk.104.34
Tk.97.28
Tk.88.32
Tk.75.18
Taking the combined turnover at both DSE & CSE during the year, BEXIMCO Limited was at the front of the
top turnover performers list as tabulated below:-
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inclusion of G-SEC instruments in the stock exchanges. Share prices of the largest contributors to
market capitalization consequently also decreased during the year, as stated below:-
800
20
Investors’ accounts in operation, as listed below, decreased by 192,648 during the year.
Share trade settlement in the depository relating to combined stock exchange trades of DSE & CSE,
number of shares traded and transaction value were lower in comparison to the previous year as shown
below:
100% of the DSE & CSE combined daily trades during the year ended on 30th June 2023 was settled in the
demat market segment.
Corporate actions relating to bonus issues during the year ended 30th June 2023 were lower compared
to the previous year. There was no right issue during the previous year ended 30th June 2022 while
10,981,729 shares were issued as right issue during the year ended 30th June 2023. However, the
combined number of shares issued as bonus and right issues during the year ended 30th June 2023
was down than the previous year. Consequently, number of shares credited to the investors depository
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accounts as well as number of accounts credited in the Central Depository System (CDS) of CDBL arising
from corporate actions were decreased during the year. The value of shares credited was also decreased
compared to the previous year as depicted below:-
CDBL has been running its operation from the state-of-the-art Data Center keeping DR site fully operable.
To achieve better performance and enhance operational security CDBL has been working to upgrade its
core database, firewalls to the latest version.
Human Resources
During the Income Year 2022-2023, total 70 (Seventy) personnel were engaged in the company, of them 35
were IT professionals. Appropriate organizational structure with adequate number of manpower is under
process of approval for smooth and seamless operation of the company. Retention of competent workforce
in the company has become a strenuous task. 8 employees left the company this year. But the company has
recruited 5 employees during the income year. Various workshop / seminar and training have been
organized on Capital market development, e-governance etc. aiming for the capacity building of the staff to
make them more skilled personnel.
As a result of 40.08% drop in turnover in the exchanges, Operating Income of the Company decreased in
the year by Tk. 456,896,012 (37.22%). The operating income decreased from Tk. 1,227,519,778 in the year
ended on 30th June 2022 to Tk. 770,623,766 in the year ended on 30th June 2023. However, Other Income
of the Company increased by Tk. 68,531,743 (17.07%). Operating Expenses before depreciation and
amortization cost increased by Tk. 66,647,227 (22.89%) in comparison to the previous year ended on 30th
June 2022. Net Profit after tax of the Company decreased around 39% in comparison to the previous year
ended on 30th June 2022. Earnings per Share (EPS) of the Company decreased to Tk. 2.67 from Tk. 4.37
reflecting the effect of the decreased profitability of the Company.
22
Average financial results have been achieved in year because of the unfavorable market conditions; profit
after tax Tk. 534 million for the year was down around 39% compared to the previous year. Notwithstanding
the somewhat weaker financial results attained by the Company, the Board of Directors in its meeting held
on Saturday, 11th November 2023 has recommended a cash dividend of 20% (Tk. 2.00 per ordinary share
of Tk. 10 each) for the year 2022-2023 which is subject to shareholders approval at the Annual General
Meeting scheduled on 20th December 2023.
The business outlook for the Company in the coming year generally appears to be good though the effect
of ongoing Russia-Ukraine conflict, COVID-19 aftermath, and impact of those on the global as well as
national economy might cast a shadow over the advancement of capital market and consequently on the
overall business of the company.
The Company has nonetheless made investments to be technologically well placed with new up-graded
scalable systems to handle any extraordinary upsurge in trade volumes at the stock exchanges efficiently
and deliver significant improvements in its service to depository participants and issuers. The Company is
also aware of the increasing cyber-security threat and making appropriate improvements in its system to
mitigate such threat.
23
Election of Directors
Pursuant to Article 117 to 120 of the Company, Mr. Md. Abul Hossain, Mr. Md. Afzal Karim, Mr. Md.
Harun-Or-Rashid, Mr. Tarique Afzal and Mr. Azam Jahangir Chowdhury Directors of the Company will retire
and being eligible, offer themselves for re-election.
Appointment of Auditors
The auditors of the Company, Hoda Vasi Chowdhury & Co, Chartered Accountants, retire as per Section
210 of the Companies Act, 1994 and being eligible have offered them for re-appointment.
Acknowledgements
Despite global economic downturn and with many challenges confronted, the continued performance of the
company demonstrates the resolve and determination of The Board and staff of the company. The Board
of Directors would like to record its sincere thanks and appreciation for the assistance, support and advice
of the Bangladesh Securities and Exchange Commission (BSEC), Dhaka Stock Exchange Limited (DSE),
Chittagong Stock Exchange PLC. (CSE) and Central Counterparty Bangladesh Limited (CCBL). The Board
of Directors also duly acknowledge and appreciate the ICT related support from Tata Consultancy Services
Limited (TCS), HPE Singapore, and their local partner dataedge Limited to keep the CDS up and running.
The trust and confidence reposed on the Board and extended to the Company by the shareholders and
continued increased number of users of the Company’s Central Depository System (CDS) are deeply
appreciated; The Board of Directors convey its indebtedness to all stakeholders. Their cooperation and
assistance and looking forward receiving their active support and assistance in future for the advancement
of the Company.
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Auditors’ Report
& Financial Statements
National Office: BTMC Bhaban (6th & 7th Floor), 7-9 Karwan Bazar Commercial Area, Dhaka-1215, Bangladesh
Chattogram Office: Delwar Bhaban (4th Floor), 104 Agrabad Commercial Area, Chattogram-4100, Bangladesh
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Hoda Vasi
Chowdhury & Co
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Hoda Vasi
Chowdhury & Co
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Hoda Vasi
Chowdhury & Co
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Hoda Vasi
Chowdhury & Co
11 November 2023
2311130469AS827855
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Hoda Vasi
Chowdhury & Co
11 November 2023
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Hoda Vasi
Chowdhury & Co
11 November 2023
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Hoda Vasi
Chowdhury & Co
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Hoda Vasi
Chowdhury & Co
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Hoda Vasi
Chowdhury & Co
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Hoda Vasi
Chowdhury & Co
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Hoda Vasi
Chowdhury & Co
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Hoda Vasi
Chowdhury & Co
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Hoda Vasi
Chowdhury & Co
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Hoda Vasi
Chowdhury & Co
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Hoda Vasi
Chowdhury & Co
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Hoda Vasi
Chowdhury & Co
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Hoda Vasi
Chowdhury & Co
The Directors in their meeting held on 11 November 2023 have proposed a cash dividend @20% i.e. Taka 2 per
ordinary share of Taka 10 each. The financial statements for the year ended 30 June 2023 do not include the
effects of the above cash dividend which will be accounted for in the period in which it is paid.
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Hoda Vasi
Chowdhury & Co
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Central Depository Bangladesh Limited
ATTENDANCE SLIP
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Proposed CDBL Headquarter Building at Agargaon, Sher-E-Bangla Nagar Administrative Area