Photo: Collected
After 12 long years, Bengal Fine Ceramics Limited, a company listed in the capital market, has been freed from hostage situation. Biswajit Kumar Roy, a close aide of PK Halder, accused of embezzlement and money laundering, came as a protector to the company. But instead of protecting the company, he became a cannibal himself. For almost an era, he kept everything under his wing, forcing the company's key entrepreneurial directors out of the company.
One of the conditions under which Biswajit Kumar Roy joined the ownership of the company was that he would settle all the company's liabilities. But he did not do that even in the last era, which is a violation of conditions. Currently, the total liability of the company is said to be more than Tk 95 crore.
Apart from this, the factory continues to manufacture and marketed without the knowledge of the capital market regulator Bangladesh Securities and Exchange Commission (BSEC). No price sensitive information regarding this has been given to BSEC or stock exchanges. Neither board meeting nor audit of any kind has been conducted in the last 12 years, which is a clear violation of the listing rules. According to the relevant sources, Biswajit Kumar Roy, with the help of PK Halder, planned to take over the Bengal Fine Ceramics Company. Biswajit Kumar Roy was the Vice Chairman of People's Leasing and Financial Services Limited. PK Halder has arranged all the logistics behind the destruction of this financial institution. And Biswajit Kumar Roy worked as his main assistant.
Since 2007, the Bengal Fine Ceramics Company has been facing financial crisis. Taking advantage of this opportunity, PK Halder and Biswajit Kumar Roy conspired to take over the company. Accordingly he joined the ownership of the company subject to payment of all liabilities. But since joining, his appearance has changed. Biswajit Kumar Roy forced the original owners out of the company.
Along with this, due to non-payment of liabilities to various organizations, the main entrepreneurs-directors of the company have to be harassed in various ways. Rashed Maqsud Khan, the main entrepreneur and former chairman of the company, also had to go to jail due to Biswajit Kumar Roy's grip on power. He died recently after being mentally abused by Biswajit. In this situation, Farzana Rubaiyat Khan, the daughter of former chairman Rashed Maqsud Khan, who is an entrepreneurial director of the company, complained to the Capital Market Regulatory Authority-BSEC. Also, if the company applies for transfer of shares, BSEC approves its application.
In this regard, Farzana Rubaiyat Khan said, Bangladesh Securities and Exchange Commission restructured the company's board. The individual directors of the reconstituted board and Biswajit Kumar Roy set a three-month deadline to clear all the dues and held repeated meetings with the corporate directors. But Biswajit Kumar Roy did not pay any debt even during the stipulated time. In addition, he showed extreme non-cooperation and various intimidation of the entrepreneurial directors. In view of this, the Board of Directors also resigned.
Later, with the help of Bangladesh Securities and Exchange Commission, she told, we, the entrepreneurial directors, kept looking for new buyers and got them. Before his death, entrepreneur director and chairman Engineer Rashed Maqsud Khan reached a new agreement with the new buyer on the condition of payment of all liabilities. As per the agreement, Bangladesh Securities and Exchange Commission approved our share transfer application through Memorandum No. BSEC/ICAD/SRIC/2023-2190/370 on 05.12.2023 when applying for transfer of shares to Bangladesh Securities and Exchange Commission.
She further said that currently we are in the process of transferring the management and immovable property of the company. But as before, Biswajit Kumar Roy is threatening us in many ways, which is causing us to doubt our lives. It may be noted that when Biswajit Kumar Roy took over the company, the factory had over Tk 11 crores worth of salable ceramics products and approximately Tk 1.64 crores worth of spare parts and accessories. Biswajit Kumar Roy told the media that the company was listed in the capital market in 1996. In 2012, he bought shares of the company. However, the shares have not yet been transferred to his Beneficiary Owner (BO) account due to various complications.
Recently the founders of Bengal Fine Ceramics sold their shares to another company. In this regard, an official of the concerned department of BSEC said that even though Biswajit bought shares from the original owners, the ownership of those shares did not change. As a result, the commission allowed the original entrepreneurs to apply for the sale of shares to a new entrepreneur. When asked about the overall issue, entrepreneur director Farzana Rubaiyat Khan said, in 2012, a memorandum of understanding was signed by entrepreneurial directors with Biswajit Kumar Roy as a strategic investor on the condition of paying all the company's debts and Biswajit Kumar Roy took over the management of the company.
But the approval of Bangladesh Securities and Exchange Commission is required for the transfer of ownership of public limited companies. But the entrepreneurial directors did not make any request for transfer of shares to Biswajit Kumar Roy. In continuation of this, when Biswajit Kumar Roy requested to declare himself as the managing director citing the benefits of communication and acquisition of the company, the entrepreneurial directors agreed to it in good faith and took appropriate measures.
As a result, in 2012 the company's annual general meeting, the entrepreneurial directors announced Biswajit Kumar Roy as the managing director and informed the stakeholders (Banks, ICB, BSEC, DSE, CSE etc.). Biswajit Kumar Roy took over the factory after announcing the managing director.
Later, after discussion of Agrani Bank Limited with Biswajit Kumar Roy and Entrepreneur Directors, Agrani Bank offered a one-time payment of Tk 30 crore under exit policy within the next 6 months. which was fully contracted by the venture directors to pay Biswajit Kumar. But during the period from 2012 to 2023, instead of paying all the liabilities in one go, he paid minimum amount to Agrani Bank and without paying any other liabilities including ICB, he forcibly occupied the factory and re-established the gas connection and is continuing the production until now. Along with this, he is conducting accounting activities in other banks without informing the directors.
Safayet Hossain, Supervisor of the company, said that Biswajit Kumar Roy had occupied the company illegally. He also did not pay the employees properly. Eventually the original owner party sold the company to new buyers with the help of BSEC. They come but Biswajit Roy's people misbehave with them. However, the company is now in the hands of the real owner with the help of the administration.
When questioned about this matter, Md. Rezaul Karim, Executive Director and Spokesperson of BSEC, said, the approval for the transfer of shares was allowed following the application submitted by the genuine owners of Bengal Fine Ceramic Company. He emphasized that BSEC's decision was made strictly in accordance with the law.
Messenger/Disha
