COMILLA UNIVERSITY
DEPARTMENT OF MARKETING

Prepared By: Easir al Newaz (Arif)
Phone: 01717520085(zero one seven one seven five two zero zero eight five )

Term Paper

Subject
Management Function performing the Financial Institution (BRAC, EPL)

Md. Solayman
Assistant Professor
Department of Marketing
Comilla University
Supervised By:

Submitted Group: SL.No | ID NO | Name | 1. | 12020745 | Md. Wasim(Group Leader) | 2. | 12020701 | Md.Iqbal Hossain Patwary | 3. | 12020702 | Md. Badiul Alam | 4. | 12020703 | Imtiaz Bulbul Sakey | 5. | 12020704 | Didarul Alam | 6. | 12020709 | Abu Yusuf | 7. | 12020715 | Md. Asif Zaman | 8. | 12020718 | Easir Al Newaz | 9. | 12020730 | Md. Manjur Hossain | 10 | 12020746 | Md. Nasir Uddin |

Date of Submission: 10.08.2012

Reference of Task Sl. No. | ID No. | Name | Responsible Task | 1. | 12020745 | Md. Wasim (Group Leader) | Planning and Organizing the Task. | 2. | 12020701 | Md. Iqbal Hossain Patwary | Design and Preparing Title Page, Letter of Transmission, Executive Summery. | 3. | 12020702 | Md. Badiul Alam (Faisal) | Preparing Management Function. | 4. | 12020703 | Imtiaz Bulbul Sakey | Preparing Management Process. | 5. | 12020704 | Didarul Alam | Case study and Data Collection with the help of group leader. | 6. | 12020709 | Abu Yusuf | | 7. | 12020715 | Md. Asif Zaman | | 8. | 12020730 | Md. Manjur Hossain | | 9. | 12020718 | Easir Al Newaz | Compose, Printing, Binding and So on. | 10. | 12020746 | Md. Nasir Uddin | |

Letter of Transmittal
Date
Mohammad Solaiman
Assistant professor
Department of Marketing
Comilla University

Subject: Structure of Management under BRAC EPL
Dear Sir,
With due respect, we would submit our Term paper on Structure of management under BRAC EPL Ltd. We have collected information as possible from the management of BRAC EPL Ltd. Two weak works in this company was a worthwhile experience for our as it was in such a reputed organization. We believe that the term paper has enriched both our knowledge & experience.

Thanking You

MD. Wasim (Group leader)
Sincerely yours

Table of Contents SL. No. | Description | Page No. | 1. | Reference of Task | 4 | 2. | Letter of Transmitter | 5 | 3. | Management | 9-15 | 4. | Executive Summary | 16 | 5. | Introduction | 17 | 6. | Board of Directors | 18 | 7. | BRAC EPL Management | 19 | 8. | Regulatory Bodies | 20-22 | 9. | Sustainability Report(SR) 2011 ……………………...(23)SummaryApplication level Figure.1 ……………………………(24) 1. Strategy and analysis…………………………... (25) 2.1 Chairman Review…………………………….(25) 2.2 Key Impact, Risk and opportunities………..(27) * Risk management Approach…………..(27) * Market Risk and Credit Risk……….…(28) * Operational Risk……………………….(29) * Managing operation Risk……………...(29) * Business Risk Management……………(30) 2. Organization Profile…………………………….(33) 3.3 Name of the organization…………………....(33) 3.4 Primary service………………………………(33) 3.5 Operational Structure…………………….….(34) 3.6 Location of organization…………………….(34) 3.7 Countries with major operation…………….(34) 3.8 Nature of ownership and legal form…….…..(35) 3.9 Markets served………………………….……(35) 3.10 Scale of the reporting organization…………(35) 3.11 Significant charge during the reporting period………………………………………….(35) 3.12 Awards received in the reporting period…..(35) 3. Report parameters………………………………(36) 4.13 reporting period……………………………...(36) 4.14 date of most recent previous report…………(36) 4.15 reporting cycle………………………………..(36) 4.16 contract…………………………………...(36) 4. governance, Commitment and Engagement…………………………………...…(38) 5.17 Governance Task……………………………..(42) 5.18 Chair of the highest governance body………(43) 5.19 Independent member of highest governance body…………………………………………...(43) 5.20 Shareholders and employees input to the highest governance body…….……………………………………..(43) 5.21 Compensation link to performance for highest governance body……………………………..(43) 5.22 Conflicts of interest avoidance………………(43) 5.23 Highest governance body qualification……..(44) 5.24 Mission statement and codes of conduct……(50) 5.25 Highest governance body to performance oversight………………………………………(51) 5.26 Highest governance body of performance evaluation…………………….………………(51) 5.27 Endorsement of externally developed principles……………………………………...(51) 5.28 Precautionary approach……………………..(51) 5.29 Significant association membership………...(51) 5.30 List of stakeholder group……………………(52) 5.31 Stakeholder identification and selection process………………………………………...(53) 5.32 Stakeholder engagement……………………..(53) 5.33 Key stakeholder issues and concers…………(55) | | 10, | About investing Banking * Service………………………………………..(70) * Team member………………………………..(71) | 70 | 11. | Structure of Finance * Service……………………………………(74) * Private Equity ………………………………….(74) * Merger and acquisition……………………….(75) * Team members………………………………(76) | 73 | 12. | About Impact Investment * Service……………………………………….(79) | 78 | 13. | What is Portfolio Management? | 81 | 14. | BRAC EPL Stock Brokerage Ltd. * Introduction…………………………………(90) * Incorporation and Business Activities………...(91) * Product and service…………………………….(91) * BO account Opening…………………………...(93) * Depository service………………………………(93) * Trading service…………………………………(93) * Margin facility………………………………….(94) * Institutional help desk…………………………(94) * Tele/ E-mail Trading…………………………..(94) * Female trading booth………………………….(94) * VIP Treading Booth…………………………..(94) * Client service…………………………………..(94) * Fees and charges………………………………(94) | 90 | 15. | Investment process summary | 95 | 16. | Research Team | | 17. | SWOT Analysis | | 18. | SWOT Analysis of BRAC EPL Ltd. | | 19. | Reference | | | | |

Management:
The director and manager who have the power and responsibility to make decision to manage an enterprise.

Management is a purposive activity. It is something that directs group efforts towards the attainment of certain pre - determined goals. It is the process of working with and through others to effectively achieve the goals of the organization, by efficiently using limited resources in the changing world. Of course, these goals may vary from one enterprise to another. E.g.: For one enterprise it may be launching of new products by conducting market surveys and for other it may be profit maximization by minimizing cost.

Management in organization:
Inputs from the environment

Organizing
Human resource
Financial resource
Physical resource
Information resource

Planning and Decision making

Efficiently
Effectively

Leading
Controlling

1. Planning and Decision making:
Setting the organization goals and deciding how best to achieve them.

Planning: Planning determines how an organization can get to where it wants to go. Planning determines what an organization will do to accomplish its objectives. The fundamental purpose of planning is to achieve your objectives. In order to do that planners must keep in mind the organization’s mission, environment, resources, and values. All of these play a part in successful planning.
An important point about planning is that it helps managers think beyond the daily activities that surround them. It helps them plan for the future and be ready for challenges.

Decision making: In the past, decision making was thought of as a management function all by itself, but now almost everyone places it with planning. Regardless of how you view it, decision making is a critical part of being an effective manager. Managers make dozens of decisions every day. Many are quite small but some are huge. Your success as a manager depends on how well you make decisions.
A decision is a choice between alternatives and decision making is the process of choosing one alternative over the others. Making good decisions should be a process. It is a process of identifying problems and resolving them, or of identifying opportunities and taking advantage of them.

2. Organizing:
Determining how best to group activities and resources.

Organizing is the act of rearranging elements following one or more rules.

Anything is commonly considered organized when it looks like everything has a correct order of placement. But it's only ultimately organized if any element has no difference on time taken to find it. In that sense, organizing can also be defined as to place different objects in logical arrangement for better searching.

Organizations are groups of people frequently trying to organize some specific subject, such as political issues. So, even while organizing can be viewed as a simple definition, it can get as complex as organizing the world's information.

3. Leading:
Motivating members of the organization to work in the best interests of the organization

Leading is the set of a process used to get members of the organization to work together to further the interest of the organization.

4. Monitoring and evaluation activities.
Controlling:

Controlling is the process of ensuring that actual activities confirm to planed activities. Planning and controlling are closely related. In fact, controlling is more pervasive of their planning. Organizing and leading activities.
In fact, controlling determines what is being accomplished- that is evaluating the performance and if necessary, taking corrective measures so that the performance takes place according to plans. Controlling can also be viewed as detecting and correcting significant variations in the results obtained from planned activities.

Financial Management:
Financial management means planning, organizing, directing and controlling the financial activities of the company.

1. To collect finance for the company at a low cost. 2. To use this collected finance for earning maximum profit.

Kinds of Manager 1. Marketing Manager: To oversees all marketing, advertising and promotional staff and activities. 2. Financial Manager: Financial manager handling financial reports, accounting, investment portfolios and all kind of financial activities. 3. Operating Manager: Four responsibility I. Supervising staff II. Project management III. Working with clients IV. Acting as a resource

4. Human Resource Manager: I. Recruitment management II. Employee management III. Shift management IV. Attendance management V. Leave management VI. Payroll management 5. Administrative Manager: Administrative manager oversees the administrative operations of a business or organization. 6. Inventory Manager: Inventory management is all about knowing what is in use, and how much finished product results.

Levels of Management:
Chairman

CEO
Top Level

Managing Director

Departmental Manager

Deputy Manager
Middle Level Asst. Manager

Forman

Supervision First line
Lower Level

The Organization structure

The organ gram below the organizational structure of Comilla Housing Ltd.

Chairman

Managing Director

Vice chairman

Director

Operation Director

Executive Director
Human resource

Executive Director Finance

Executive Director Operating

Executive Director Marketing

Executive summary
BRAC EPL Investment Ltd.
BRAC EPL Investments Limited (BRAC EPL) formally commenced operation under a new management team on October 1, 2009. The predecessor of the company, known as Equity Partners Limited (EPL), was formed in early 2000 as a merchant bank licensed by the Securities and Exchange Commission of Bangladesh. BRAC Bank Limited acquired 51% of its equity in August of 2009.
BRAC Bank Limited is one of the fastest growing banks in Bangladesh. A member of BRAC Enterprises, the Bank operates under a "double bottom line" agenda where profit and social responsibility go together as it strives towards a poverty-free, enlightened Bangladesh. Since inception in July 2001, its customer base has expanded to include 465,000 deposit accountsand 187,000 advance accounts till December 2008. In the years ahead BRAC Bank expects to introduce many new services and products as well as add a wider network of SME unit offices, Retail Branches and ATMs across the country.

Through this acquisition, BRAC EPL brings to the new company a depth and breadth of knowledge of the Bangladesh capital market that is unmatched by any other merchant bank. BRAC EPL has developed a disciplined and thorough approach toward completing investment banking mandates and conducting investment research. On the other hand, BRAC Bank renders to the company its excellent network of blue-chip clients, access to low-cost capital, outstanding IT capabilities and affiliation to an internationally regarded brand name.
BRAC EPL Stock Brokerage Ltd.
BRAC EPL Stock Brokerage Limited is one of the leading stock brokers in the country. The company offers brokerage services to international institutions, domestic institutions, retail clients and non-resident Bangladeshis (NRBs).It is also the pioneer and leader in facilitating foreign portfolio investments in Bangladesh and boasts one of the best Equity Research teams of the country.
Previously known as Equity Partners Securities Limited (EPSL), the company was formed in early 2000 as a brokerage house licensed by the Securities and Exchange Commission of Bangladesh. In August 2009, BRAC Bank limited acquired 51% of its equity and renamed the company as BRAC EPL Stock Brokerage Limited.

Two part of BRAC EPL Ltd. 1. BRAC EPL Investment Ltd. 2. BRAC EPL Stock Brokerage Ltd.
BRAC EPL Investment Ltd.
Introduction
BRAC EPL delivers a whole range of Investment Banking services including traditional merchant banking activities such as Issue Management, Corporate Advisory, Corporate Finance, Underwriting and Portfolio Management. BRAC EPL shall also deliver value-added services such as Wealth Management. A prime focus of the institution is to offer investment services to non-residential Bangladeshis (NRB).

* Founded by a diverse group of international fund managers and brokers from Bangkok, Hong Kong, London and Dhaka. * Highly visionary and achievement oriented board consisting of dynamic and renowned professionals. * Only local investment bank to produce research of any kind. * Can effectively assist its clients in maneuvering the local market due to excellent relations with regulators, industry leaders, central bank, etc. * Aims to increase the exposure of Bangladesh in the international fund management community.

Muhammad A. (Rumee) Ali
Chairman

Saiful Islam Syed Mahbubur Rahman Nabil M. Rahman
Vice Chairman Director Director

Nanda Dulal Saha Mark Michael Reinecke Khaled Yusuf Farazi Director Director Managing Director & CEO

Khaled Yusuf Farazi
Managing Director & CEO Mesbah Uddin Khan Zahedul Arefin Javed Bin Karim Head of Portfolio Management Head of Corporate and Head of Impact Investments Institutional Business Sajjad Hassan Saleh Taufica Erfan Md. Monirul Islam Head of Legal and Compliance Head of Human Resources Head of Structured Finance Montakim Ahmed Protik Kundu Momtajul Karim Helal Ahmed

Head of Financial Head of Budgeting Head of Information Head of Admin
Reporting & Strategic Planning Technology

Regulatory Bodies 1. Securities & Exchange Commission

The Securities and Exchange Commission (SEC) was established on 8th June, 1993 under the Securities and Exchange Commission Act, 1993.The Commission is consisted of the chairman and three members. The Chairman and Members of the Commission are appointed by the government and have overall responsibility to administer securities legislation. The Commission, at present has three full time members, excluding the Chairman. The Commission is a statutory body and attached to the Ministry of Finance. The mission of the commission is to protect the interests of securities investors, develop and maintain fair, transparent and efficient securities markets and ensuring proper issuance of securities and compliance with securities laws.

2. Dhaka Stock Exchange (DSE)

The Dhaka Stock Exchange (DSE) was incorporated in 1954 and the formal trading was started in 1956. DSE is registered as a Public Limited Company and its activities are regulated by its Articles of Association rules & regulations and bye-laws along with the Securities and Exchange Ordinance, 1969, Companies Act 1994 & Securities & Exchange Commission Act, 1993. At present, there are 448 securities listed with the DSE.

3. Chittagong Stock Exchange (CSE)

The Chittagong Stock Exchange (CSE) began its journey in 10th October of 1995 from Chittagong City through the cry-out trading system with the promise to create a state-of-the art bourse in the country. Founder members of the proposed Chittagong Stock Exchange approached the Bangladesh Government in January 1995 and obtained the permission of the Securities and Exchange Commission on February 12, 1995 for establishing the country's second stock exchange. The Exchange has a policymaking Body of 24 members, of whom 12 are elected and 12 are non-elected. This Board comprises of one President, three Vice Presidents and 19 Directors. There is an independent secretariat headed by a Chief Executive Officer (CEO). CSE currently has 230 securities listed with it.

4. Bangladesh Bank

Bangladesh Bank (BB), the central bank as well as chief authority to regulate country's monetary and financial system, was established in Dhaka as a corporate body vide the Bangladesh Bank Order, 1972 (P.O. No. 127 of 1972) with effect from 16th December, 1971. Bangladesh Bank started functioning with all capital and liabilities of the then Dhaka branch of State Bank of Pakistan. At present it has got 9 branches and those are located at Motijheel, Khulna, Sadarghat, Bogra, Chittagong , Sylhet, Barisal, Rangpur and Rajshahi in Bangladesh and total number of staffs stood at 7240 as on end December 2009.
The general superintendence and direction of affairs and business of the Bank are entrusted to a Ten member Board of Directors which consists of the Governor as chairman, a Deputy Governor, eight senior government and non-government officials having experience and proven capacity in the fields of banking, trade, commerce, industry or agriculture - all nominated by the government. The Governor, appointed by the government as the chief executive officer, directs and controls all the affairs of the Bank on behalf of the Board.

5. Board of Investment (BOI)

The Board of Investment (BOI) was established by the Investment Board Act of 1989 to promote and facilitate investment in the private sector both from domestic and overseas sources with a view to contribute to the socio-economic development of Bangladesh. It is headed by the Prime Minister and is a part of the Prime Minister's Office. Its membership includes representatives (at the highest level) of the relevant ministries - industry, finance, planning, textiles, well as others, such as the Governor of Bangladesh Bank, heads of some business associations. The executive council of BOI consisted of an Executive Chairman along with three members and a secretary.

Sustainability Report (SR) 2011

BRAC EPL Investments Ltd. (BEIL) is the pioneer in publishing a Sustainability Report (SR) amongst the financial institutions in Bangladesh. Initially the first report is being incorporated into the Company’s Annual Report 2011 and the foundations are being laid to publish it on a yearly basis. To support BEIL’s vision and business principles, we have recently integrated Sustainability with the Marketing and Corporate Affairs Department.
BEIL has adapted SR to become a part of a sustainable global economy where organizations manage their economic, environmental, social and governance performance, and impacts responsibly and report transparently. BEIL bases its SR on the Global Reporting Initiative (GRI) guidelines, which provides organizations with a comprehensive SR framework with global recognition.

* The motto of GRI is aligned with some of the Business Principles (Mission) of BEIL * Adherence to socially responsible business practices (Equal opportunity, development and empowerment of people) * Zero tolerance to breach of compliance, regulatory requirements & laws. * To keep pace with global market in terms of knowledge and best practices to build internationally reputed organization. * A sustainable global economy should combine long term profitability with social justice and environmental care. This refers that, for organizations, sustainability covers the key areas of economic, environmental, social and governance performance.

Being a proud member of the BRAC family, BEIL has already ensured compliance with all local laws and regulations prevailing in Bangladesh. Strong corporate governance has been structured to maintain transparency and the internal culture of the organization. While preparing the first integrated SR, it has been a great honor to report on 49 indicators based on the existing business practices of BEIL as per GRI 3.1 guidelines. Other indicators are non-reported due to being not applicable to our business or the required data not being available.
Application Level:

Figure 1: Application Level
At the current stage of reporting we have declared to comply with GRI Application Level B and aim to advance to B+ reporting by next year by applying for external assurance checked. All data are consolidated at corporate level by the relevant departments. The qualitative reports on various subjects were provided by experts throughout the organization. 1. Strategy and Analysis 2.1 Chairman’s Review
BRAC's mission of working with people whose lives are dominated by extreme poverty, illiteracy, disease and other handicaps and striving to bring about positive changes in the quality of life through multifaceted development intervention, sits firmly at the core of BRAC EPL Investments Ltd's (BEIL) belief system.
To understand the linkage between a social organization like BRAC and a commercial enterprise like BEIL, one must appreciate the role played by all of BRAC's commercial investments in supporting BRAC's broader objectives. All these enterprises are aimed at addressing some specific needs and serve as an intervention in the market. To demonstrate, BRAC Bank Limited (which owns a majority stake of BEIL) pioneered lending to Small & Medium Enterprises (SME) to address the challenges small businesses face in getting access to finance. The SME sector is now recognized by economists as the undisputed symbol of sustainable, gender balanced development and progress of Bangladesh.
BRAC's investment in BEIL (through BRAC Bank) is a part of its mission to create access to the capital market for small investor and to become more 'inclusive' in our approach. We strive to be the champion/pioneer in providing access to capital markets for these small investors besides carrying out the traditional functions of a merchant bank. All our initiatives such as, reducing the minimum investment amount to just BDT 100,000 and BDT 500,000 (for nondiscretionary and discretionary portfolio management services respectively), frequent investor awareness programs and our rapid expansion outside Dhaka to take our services closer to the average investor bear testament to our inclusive positioning in the market.
The year 2011 will be remembered as one of the most challenging year in recent times for the financial sector in Bangladesh. We witnessed the largest crash in the country’s stock market, longest liquidity crisis in the money market, an immensely fluctuating foreign exchange market and other flashpoints in the economic arena. This financial crisis underscores the importance of sustainability at the core of building a healthy economy. I am very happy to state that BEIL has always created products and services aligned with the evolving needs of the society from its inception, working with a clear vision and emphasis on sustainable development that continued to attract the trust and loyalty of its stakeholders.
BEIL has adopted the three “P” agenda – Planet, People and Profit as its fundamental guiding principle. BEIL has a strong operating platform and a clear, focused strategy. Tight management of risks, capital and costs will continue to be a priority. We have built leading positions in our core business and we are well-placed to benefit from better quality of assets. While continuing to pursue business targets, BEIL is committed to maintaining a high standard of Corporate Governance in the operations of the company.
We understand that the financial sector holds a key responsibility in the development and sustainability of our society and economy. Therefore, BEIL tries to address and mitigate any issues evolving around us to ensure we meet and exceed social expectations. Our business principles and strategy is linked with our non-financial performance and we are also the pioneer in the industry to publish a sustainability report based on the guideline provided by Global Reporting Initiative (GRI). We strongly believe this initiative will help us solidify BEIL’s position as a socially responsible company supporting sustainable business practices and ensuring the long-term sustainable growth of our company, stakeholders and economy.
We believe that profit does not need to arise at the expense of the environment and this ‘mind set’ can be a powerful force for positive change. In line with the social objectives of BRAC and BRAC Bank, at BEIL we promote inclusion and sustainable enterprises. In this regard, 2011 was a remarkable year as BEIL has formed and developed a new product class called Impact Investments. This unique and first of its kind financial product in Bangladesh is ready to provide all types of financial, advisory and CDM Project related services to sustainable enterprises. We believe this service line will be helpful for the business enterprises who wish to realize the financial value and generate revenue from their environment friendly projects.
Furthermore, as with all of BRAC’s social enterprises and investments, the profits and surpluses generated by BEIL, goes through BRAC Bank to BRAC and provide funding for many of BRAC’s non-earning activities under the Health, Education and other development programs.
In linking empowerment of the poor and our enterprise, we have found that we can be different from purely commercial endeavors by our willingness to accept low profit margins and openness to shouldering considerable market risk to stay on course with our stated objectives and mission.
We hope to help create for future generations, a sustainable and an inclusive world in which both commercial endeavors and enterprises that seek to serve the community can co-exist and contribute to a more equitable society.
Finally, it is this thought I would like to leave you with: by supporting BEIL you are becoming a partner in our mission to change the world for a better tomorrow for all our children.
“Poor people are human beings and can do things for themselves, and it’s our duty to empower them so that they can analyze their own situation, see how exploitation works in society, and see what they need to do to escape exploitative processes” ( Sir Fazle Hasan Abed, March, 2005)
-SD
Muhammad A. (Rumee) Ali
Chaiman
2.2 Key impacts, risks and opportunities

Risk Management Approach
As an institution BRAC EPL Investments Ltd. faces several types of risks over the short-term as well as the long-term. While the likelihood and impact of the different types of risk varies, at BEPLI we have a central, proactive strategy towards risk management. This framework follows on the basic principle of risk planning i.e. identify, assess and mitigate.
The following is a description of the common risk categories and their mitigations:
Market Risk and Credit Risk (Portfolio Management)
Market risk is the uncertainty regarding the values of certain variables that are determined in the financial markets (Money market and Capital market). Among these variables, as a Merchant Bank, BRAC EPL Investments is exposed to interest rate risk and stock price risk. A large part of the revenue of the firm is generated from margin loan channeling. For most products, rate on margin loan remains fixed at some pre-contracted level whereas the rates on the loan facility that the firm gets from different Banks and FIs may change on short notice. There is a real possibility that the firm face a zero or negative spread on loan channeling business for a short period of time.
Unlike developed capital markets, Bangladesh capital market is yet to be introduced the sophisticated Derivative products that can deal with market risk and credit risk. At BRAC EPL we have only a few measures to deal with the market risk. They are: * Optimum Diversification in Proprietary Portfolio (PP): the fund manager follows a much-diversified style of portfolio management. At present, the proprietary fund is well diversified in various industry and sectors such as Banks, NBFIs, Pharmaceuticals, Textiles, Power, Insurance, Telecom, Foods and Allied and Tannery etc. Diversification across so many industries is the first defense in the face of market risk. * Fundamentals based Stock Selection for the PP: The second line of defense against market risk is to practice stock selection based on fundamentals. It can be assumed that fundamentally based issues that are valued at a fair level have lesser possibility of severe losses than the junk issues.
Client Diversification: As per SEC rules, BEPL follows a cap on single client exposure. No single client is given a margin loan in excess of BDT 10 crore. Again BEPL maintains a list of approved securities within which clients must invest. Both these steps minimize the level of credit risk to which BEI is exposed to at any given time.

Operational Risk
Operational Risk is a form of risk that summarizes the risks a company or firm encounters when it attempts to operate within a given field or industry. Operational Risk is the risk of losses that will incur directly or indirectly due to an event or action causing the failure of technology, processes, infrastructure, personnel, unauthorized activities, non-compliance of regulatory or corporate governance, failure to meet internal processes and other risks having an operational impact. Common sources of operational risks are:

* Operational errors * Changes in statutory requirements * Technological obsolescence * Turnover of trained staff * Money laundering * Late or incorrect payments * Inadequate or incorrect documentation. * Natural disasters, fire, theft

Managing Operational Risk

Suitable internal control measures are in place at BEIL, to address operational risks. BEIL has also established a Legal & Compliance Department to address operational risks and to frame and implement policies to encounter such risks. Operational risk is the risk of loss resulting from inadequate or failed internal processes, people, systems and management, or from external events. BEIL’s operational risk management aims to minimize unexpected and ruinous losses and to manage expected losses. The Internal Control & Compliance Department also develops policies, processes and procedures for managing operational risk in all of the company products, activities, processes and systems by identifying and assessing the risks inherent in operations

Risk control and measurement techniques taken by BRAC EPL are as under:

* The Internal Control & Compliance Department undertakes periodic and on demand audit to review the operation and compliance to statutory requirements * Suitable delegated authority level * Maintenance of assets through maintenance agreement with vendor * Proper risk transfer measures by taking appropriate insurance coverage for all assets of the Company * Infusing organizational values and ethics in employees * Strict compliance of Employees Code of Conduct * Building favorable working environment for the staff

BEIL’s business and operational processes are largely dependent on the IT infrastructure and associated systems. To ensure smooth functioning of these processes a strong IT risk management framework is in place to deal with major threats. Following are the key measures adopted to minimize risk exposure:

* Implementation of proper data backup system * Regular upgrading of hardware and software to keep it up to state-of-the-art level * Regular preventive maintenance for server boxes, server systems and other critical network equipment * Frequent maintenance and health-checks to ensure network quality and security * Ensuring security related patches, hot fixes, anti-virus updates, and other updates are applied to the designated boxes on time * In-house IT expertise to carry out primary trouble shooting to reduce down-time * Enforcement of strict SLA (service level agreement) with third party application providers to minimize system down time * Reviewing health check reports and signaling early warnings for proactive action

Business Risk Management

BEIL’s Investment Banking Division (IBD) provides Issue Management & Corporate Advisory services to its clients along with underwriting services. While rendering these services IBD faces certain risks associated with its business processes. Correctly identifying and addressing these risks is critical for the IBD.

1. Market Risk
Market risks such as inflation rate, exchange rate fluctuation, interest rate go hand in hand with any investment. As such, the value of investment may decline over a given time period simply because of economic changes or other events with impact large portion of the market. Asset allocation and diversification can project against market risk because different portion of the market tend to underperform at different times.

a) Global – Though the world is on the road to recovery from the Global Recession, the developed world is still suffering from high levels of unemployment, slow growth and investment protectionism. Bangladesh has been quite resilient to such negative shocks; however, it has been affected indirectly by remittances, foreign inflow of income by overseas workers, which is one of the crucial drivers of the economy. The health of the global economy has been negatively affected and major shortfall in FDI and development loans from international donors such as the World Bank, IMF etc. are further slowing down infrastructure and power projects.

Mitigations: In order to stay healthy in the midst of the Global recession, BEIL has targeted markets which have remained resilient throughout the slowdown. The investment banking team has completed cross-border deals with multinational and foreign companies with strong fundamentals. They have also served clients in the local markets with strong revenue potential, conservative, cost structure, and macro development driven vehicles for the economy. This is what drives sustainable growth for BEIL Investment Banking services; we hand-pick our clients, sectors, markets, people and processes which are built to last. We partner with companies that look forward to stable and durable growth.

b) Local - Business demand is directly affected by macroeconomic factors such as output, current account balance, asset valuation, foreign exchange rates, health of the banking system and its ability to lend, etc. Currently, Bangladesh is in the midst of a correction in its equity capital markets. Therefore, the appetite of clients for one of our key investment banking services such as raising capital through equity by issuing initial public offerings has gone down. On the other hand, there has been a rise in corporate advisory solutions or services rendered by investment banks as companies are more cautious and plan their business expansions once the equity market begins to accumulate growth again.
Mitigation: Bangladesh has been recognized as “The Next 11” by Goldman Sachs Asset Management. As one of the top investment destinations in the global arena among frontier markets, Bangladesh continues to deliver robust GDP growth year over year. BRAC EPL believes BRICs along with frontier markets will account for 60% of worldwide growth in the future. Secondly, Bangladesh’s immense population growth and young demographics of labor force will continue to drive domestic production and export competitiveness abroad. Most importantly, the emergence of the increased middle class, their income growth, spending power and living standards will fuel domestic consumption and growth prospects. Therefore, Bangladesh is well positioned to achieve continuous growth in the coming years. However, whatever the growth trajectory of the nation, we are present to serve the country’s corporate leaders and their need for capital to grow their business in a healthy and stable manner.

2. Liquidity Risk – Liquidity risk pertains to issue of liquidity in the banking system in Bangladesh. This is by far the largest risk that is affecting businesses and their future growth across the country. The nation has experienced a cycle of oversupply of money to a credit crunch in the past year. In order to combat inflationary pressures, the government raised CRR to tame banks’ aggressive exposure to the equity capital markets and the real-estate market. One is highly volatile and the other highly illiquid and both have reached their peak in the recent years. This is detrimental to expansion, start-up, and investment plans of clients who are looking for growth by raising capital.

Mitigation: If the overall banking system faces liquidity crisis, it is difficult for investment banks to overcome the crisis. However, as a leading investment bank in the country, we try to arrange the financial resources from diversified sources. Besides the local banking channel, BEIL has access to funds from foreign lenders, i.e. DEG, FMO, NORFUND. We are also able to partner with international investment banks, i.e. Merrill Lynch, Barclays Capital, and foreign funds to provide equity support required for establishment of new projects or expansion of businesses.

3. Inflation Risk – Inflation risk directly affects purchasing power of businesses across Bangladesh. It forces businesses to be cautionary with costs and make most of its profits as it increases cost of capital as well as cost of production. For an investment bank, however, it creates uncertainty in timing investment solutions for its clients and in predicting the markets, raising capital, strategizing investment schedules, etc.
Mitigation: We provide customized fund raising solution for our clients as per their requirement. We design the transaction structure for individual clients in such a fashion so that the cost of capital for the client is minimum. If the inflationary pressure results in liquidity crunch in the local banking system, we can arrange the funds with low cost from foreign sources. Besides, we do trend analysis of the macroeconomic factors which may affect the business to be able to take precautionary steps and thus advise to our clients.

4. Regulatory Risk – Regulatory risks pose a major threat to investment banking activities in this country. Especially after the correction in the capital markets, the Bangladeshi people have lost confidence in the healthy functioning of capital markets. Regulatory bodies have therefore become strictly conservative and overly cautious in designing consequent rules and regulations to police merchant banks and their activities. Recent restrictions on Book Building method has slowed down the business of Investment Banking.

Mitigation: As for the regulations of the capital market, the regulators along with the participants of the capital market are trying to develop the rules, regulations and Acts to protect the investors of the market. Bangladesh capital market has been facing rapid growth over the past couple of years and emerging as a frontier market which attracted the foreign investments. However, being a major participant of the capital market as an investment bank, BEIL is always cooperative with the regulators in an effort to develop the regulatory system in order to drive the growth of the capital market. Government has already taken initiative to reform the regulatory system to restore investors’ confidence and sustain the growth. We also believe that the government is taking appropriate measures to support the growth of the Capital Market.

2. Organizational Profile 3.3 Name of the organization
BRAC EPL Investments Ltd.

3.4 Primary services
BEIL’s primary services are

Issue Management & Underwriting

* Initial Public Offering (IPO) * Repeat Public Offering (RPO) * Rights Issue * Direct Listing

Mergers & Acquisitions

* Joint Venture Opportunities * Due Diligence * Buyer’s Strategy * Seller’s Strategy
Structured Finance & Corporate Advisory

* New Debt Issues * Refinancing of Existing Obligations * Advising of Debt Market Opportunities * Debt Products Raise * Preferred Shares * Loan Syndication * Corporate Bonds * Convertibles & Equity Linked Products * Asset Backed Securities

Private Equity

* Formulating Business Plans * Conducting Due Diligence * Attracting & Selecting Investors * Legal & Institutional Support * Project Documentation

Portfolio Management 3.5 Operational structure
BEIL is a subsidiary of BRAC Bank Ltd and a full-fledged merchant bank.

3.6 Location of organization’s headquarters
BRAC EPL Investments Limited (Corporate Head Office)
House# 18 Road#123
Gulshan, Dhaka 1212

2.5 Countries with major operations
Currently BEIL is operating only in Bangladesh 3.6 Nature of ownership and legal form
BEIL is a full-fledged merchant bank

2.7 Markets served

* BRAC EPL is arguably the only merchant bank providing seamless execution capabilities from portfolio management to capital market solutions * BRAC EPL Investments has 8 branches across the country with a customer base of 4,000 * BEIL has international client base from all over the world.

2.8 Scale of the reporting organization * Total Assets Under Management currently totals USD 110m and Deposit of USD 50m * Total employee in 2011 was 83

2.9 Significant changes during the reporting period
There has been no significant change during the reporting period of year 2011.

2.10 Awards received in the reporting period
In year 2011, BEIL did not receive award of any kind.

3. Report Parameters
Report Profile

3.1 Reporting Period

Reporting period is for year 2011 for most of the information and some information is as of from June 2011-December 2011 after the corporate head office has been relocated in May 2011.

3.2 Date of most recent previous report
This is the first time initiative by BEIL to publish its sustainability report for 2011

3.3 Reporting Cycle
BEIL plans to publish SR every year with the same cycle of Annual Report

3.4 Contact Point for questions regarding the report or its contents
We welcome and appreciate queries regarding our Sustainability Report. We believe this will help us flourish our report in future. One may send an email to following contact person:
Sabrina Shahidullah
Assistant Manager
Marketing, Sustainability and Corporate Affairs

Report Scope and Boundary

3.5 Process for defining report content
The management committee members of respective departments have given their views on materiality of various sections of the report and also last year’s annual report has been influential in determining the structure and content of this report.

3.6 Boundaries of the report
This report provides a detailed summary of the sustainability performance and practices of BEIL and its consolidated operating businesses. BEIL is a subsidiary of BRAC Bank Ltd. and shares many of the same fundamentals in its business operations. Initially we have reported mostly on the corporate head office in terms of environmental aspects as data was not available for the regional offices of BEIL. We plan to implement data collection and monitoring mechanisms at other offices to include in the next reporting cycle. In our first report we have attempted to identify all range of materials covering aspects of economic, social, and environmental impacts to assess our existing operating standard. This has also helped us recognize the overlooked factors that we may not be measuring or monitoring. We are already in the process of implementing monitoring tools to address these issues. BEIL plans to extend the boundary to cover the value chain both upstream and downstream eventually.

3.7 Limitations on the report scope or boundary
See 3.6

3.8 Basis for reporting on joint ventures, subsidiaries, etc.
We are not able to include this section in the first SR and plan to report from next cycle.

3.9 Data measurement techniques
The data has been collected from respective departments on related indicators through, face to face interview, questionnaire and survey. All quantitative data and qualitative data has been provided from office record of respective departments. The calculations have been made based on internationally recognized standards and procedures mentioned in footnote.

3. 10 Restatements of information
This report contains a restatement of information relating to BEIL’s major financial indicators and environmental data. Some of the data has been calculated and converted to yearly data due to nature of the available information.

3.11 Significant changes from previous reporting periods
This is the first report being published.

3.12 GRI Index.
This report is structured by GRI indicator. The indicators appear in the order given in the GRI’s G3.1 Sustainability Reporting Guidelines. 3.13 External assurance.
External report assurance was not sought for this report.
4 Governance, Commitments & Engagement

5.1 Governance structure of the organization

Corporate Governance in BRAC EPL Investments Limited
Corporate governance is the structured process through which an organization is directed, controlled and held accountable in the best interests of all stakeholders. BRAC EPL Investments Limited considers good corporate governance to be the cornerstone of a well-managed organization. Good corporate governance does not only amount to timely reporting and greater transparency but is denoted by the composition of the board, decision-making powers and the setting of the internal culture of the organization. The establishment and endorsement of such governance is piloted by a highly qualified and independent Board and a veteran management team.
The maintenance of good and sustainable corporate governance practices has been a priority of the Board of BRAC EPL Investments Limited from initiation. The Board and Management Team also ensure maintaining of compliance with all local laws and regulation prevailing in Bangladesh.

Board of Directors

Composition
The Board of BRAC EPL Investments Limited comprises seven directors who possess a wide range of experience both locally and internationally in financial services. Of the seven, four are nominee directors of BRAC Bank Limited. This number is suitable for the current range of operations of the Company. Each of our Directors brings specific expertise, knowledge and insight to ensure the Board performs effectively in all areas.
Board Meetings

The Board meets once every calendar month to discuss operational and strategic issues based on management requirement, macro and micro economic changes and market conditions. Consequently, agendas for every meeting are set well in advance with items proposed by the Managing Director and CEO and senior management to ensure each Board member is adequately conversant with each issue at the time of the meeting. Board Members are free to recommend inclusion of any matter in the agendas for discussion. The Company Secretary attends all Board Meetings to ensure all relevant regulations and internal policies regarding the conduct of Board Meetings are complied. Other departmental heads and senior management are invited to attend Board Meetings where agendas related to their work are discussed. The Managing Director and CEO makes a detailed business and operational presentation at the end of each Board Meeting to update the Board Members on performance, changes in business conditions, changes in human resources and other operational matters. Such presentations also aim to involve the Board in the fast changing landscape of the financial sector and capital market in Bangladesh.
Board’s responsibility

The Board’s primary objective is to define and maintain the strategic objectives of the company and to provide leadership. Specific responsibilities include approving all information to be provided to shareholders, monitoring periodic financial performance, approving financial statements and budgets and reviewing all operational and risk related policies.

The Board further delegates authority to specialized committees to undertake detailed monitoring, advisory and oversight of tasks such as financial audit, risk management, internal controls, credit controls and approvals of business proposals.
Role of the Chairman The Chairman plays a pivotal role in the determination of strategy, its implementation and its attainment. The Chairman is also responsible for setting up the Board and ensuring its effectiveness in governing the activities of the company. He however has no engagement in the day to day running of the business.

Role of the Managing Director & CEO

The Managing Director & CEO is responsible for running the day to day activities of the company and implementation of the strategy set by the Board. He maintains direct control over all policies and activities and is accountable to the Board for performance.
Management Committee

A number of committees operate within the organization under the supervision of the Managing Director & CEO who have specific delegated tasks and report back on specific issues. The committees are:

1. MANCOM - The Management Committee is the company’s permanent collegiate executive body, which presently has 11 members comprising all departmental heads. With the Managing Director & CEO in the chair, the committee periodically scrutinizes the activities and performance of various departments and the company as a whole. The MANCOM also discusses/reviews many issues pertinent to smooth functioning of the company and takes decisions accordingly. The members of the Management Committee are:

a) Managing Director & CEO
b) Head Of Corporate & Institutional Banking
c) Head of Portfolio Management
d) Head of Marketing, Sustainability & Corporate Affairs
e) Head of Impact Investments
f) Head of Structured Finance
g) Head of Financial Reporting & Tax
h) Head of Budgeting & Strategic Planning
i) Head of Treasury
j) Head of Risk Management & Compliance
k) Head of Human Resources
l) Head of Administration
m) Head of IT

In addition to MANCOM, due consultative process is followed to address wide ranging issues particularly related to risk management, treasury functions, investments and valuation.

Directors’ remuneration
The Directors of the company do not get any performance based remuneration or incentives. They only receive fees for attending Board Meetings.

Internal Control
The Company's internal control systems are intended to secure reasonable assurance that assets are safeguarded against unauthorized use, transactions are authorized and properly recorded and risks are managed to reduce the probability of failure in achieving the business objectives. The internal control systems are designed to address all business risks, including financial, operational and strategic risks. Major elements of the control environment of the company are as follows:

* Regular Board meeting with comprehensive agenda dealing with all major aspects of business; * Regular Management Committee meeting with specific issues relating to operation of the Company; * An effective management structure and a proper delegation of authority with job descriptions for each division and section; * Defined operating guidelines and procedures with authorization limits set for different levels; * An internal audit department reporting to the Board through Managing Director & CEO on compliance of procedures and authority limits; * A comprehensive annual budgetary system with provisions for regular review; * Accounting and operational manuals; * A comprehensive financial reporting system including actual performance compared with budget. * Review and analysis of fund position on daily basis; * Well defined policies relating to personnel issues;

Internal Audit

The internal audit department reports to the Board and administratively to the Managing Director & CEO. The reporting covers matters relating to risk assessment, audit charter and related audit plans, results of internal audit activities and matters that deemed necessary by the Internal Audit departments. The department has designed and maintained a quality assurance and improvement program that address all pertinent aspects of the internal audit.

Appointment of external auditors
The Auditor is appointed by the shareholders at the Annual General Meeting. Based on the proposal of the Board and Management, S.F. Ahmed & Co. Chartered Accountants were appointed as auditors for the year ended 31 December 2010 by the shareholders.

4.1
Board of Director
Company Secretary

Managing Director

Head of Risk Compliance
Chief Financial
Officer
Head of MKT,CA,
Sustainability & Impact investment
Head of Corporate & Institution Banking
Head of Portfolio
Management

1.Redit Risk
2.Market Risk
3.Operational Risk
4.Legal and Compliance
1.Financial Reporting and tax
2.Treasury
3.Admin
4.Budgeting
5.Investor Relation
1.Impact investment
2.Marketing
3.Corporate
1.Investment banking
2.Private equity sales
3.Sustainable Business Execution
4.Structured Finance
5.Mergers and Acquisitions
6.Corporate Advisory

1.Sales and Trading
2.Customer Service
3.Distributing
4.Product development

Head of operation
Head of HR
Head of IT

1.Customer Account
2.Settlement
3.Proprietary Account Execution

4.2 Chair of the highest governance body
Muhammad A. (Rumee) Ali, Chairman

4.3 Independent members of highest governance body
See 4.1

4.4 Shareholders and employees input to the highest governance body
Shareholders input see 4.16 (Shareholder Engagement). Employee input is communicated to the highest governance body through Town Hall Meetings and Management Retreats.

4.5 Compensation link to performance for highest governance body
There is no compensation link observed with performance for highest governance body. At BEIL the Directors of the company do not get any performance based remuneration or incentives. They only receive fees for attending Board Meetings.
4.6 Conflicts of interest avoidance
As stated in the BEIL’s principles the following three are the guiding principles for all levels of operations to assist with conflicts of interest avoidance:

* Being the employer choice through equal opportunity, development and empowerment of our people. * Practicing the highest ethical standards in all our dealings through an honest, open and enabling organizational culture * Zero tolerance in breach of compliance, regulatory requirements and laws of the land.

4.7 Highest governance body qualifications

Muhammad A. (Rumee) Ali
Chairman
Muhammad A. (Rumee) Ali joined the Board of BRAC Bank in 2007 and was elected the Chairman in 2008, taking over from the Founder Chairman Sir. Fazle Hasan Abed. He is the Managing Director, Enterprises of BRAC and also a Director of Delta Brac Housing Finance Corporation Limited, BRAC Karnofuli Tea Company Ltd., BRAC Kayachora Tea Company Ltd., BRAC Bashkhali Tea Company Ltd., BRAC Kodala Tea Estate, BRAC Services Limited (BRAC Centre Inn). He was elected the Chairman of BRAC EPL Investments Limited and BRAC EPL Stock Brokerage Limited in 2009 and BRAC Saajan Exchange Ltd in 2011 after BRAC Bank Limited’s acquisition of these companies. Apart from these, he is also the Chairman of b-Kash Limited andDocumenta Limited,.
Rumee Ali served at different levels in local and international banking sectors. Prior to joining BRAC in 2007, he served as the Deputy Governor ofBangladesh Bank from 2002 to 2006 and was responsible for Supervision, Anti Money Laundering, InformationTechnology, Bangladesh Bank Training Academy and Credit Information Bureau. During this period he was also the Project Director of the Central Bank strengthening Project and the Chief Coordinator of Focus Groups on Risk ManagementGuidelines which initiated major regulatory reforms, particularly in the Risk Management area.
With his appointment as Country Head and General Manager of ANZ Grindlays in March 1997, Rumee Ali became the first Bangladeshi to head a major international bank in Bangladesh. In July 2000, following the takeover of ANZ Grindlays by Standard Chartered Bank, Rumee Ali was appointed the CEO of the Standard Chartered Group in Bangladesh, heading both Standard Chartered Bank and Standard Chartered Grindlays Bank. His banking experience includes stints in India, United Kingdom and Australia. Rumee Ali was elected a Fellow of the Institute of Bankers, Bangladesh, in 2001. At present, he is the Vice Chairman of Bangladesh Association of Banks.
Rumee Ali is director on the boards of several organizations including The CSR Center, International Centre for Study of Bengal Art, member of the Global Steering Committees of the ‘Performance Based Grants Initiative’ of the International Finance Corporation, Washington DCand with the Global Alliance on Banking on Values (GABV),member of the Technical Advisory Committee of the Bangladesh Investment Climate Fund. He served as a member of the Better Business Forum, was the Vice President of the Employers Federationand was member of the Governing Body of PKSF (2002-07). He also served as a member of the National Advisory Committee on Small & Medium Enterprises (2005/6) and served as a member of the Committee on Strategic Policy Review of Small& Medium Enterprises Foundation. He was the Chairman of the National Task Force on Anti Money Laundering constituted by the Ministry of Finance (2002-06), member Bangladesh Computer Council (2004-06), Institute of Bankers, Bangladeshand participated as a member of Bangladesh Team in PRGF negotiations with IMF/World Bank (2003-06).
He received a number of awards including C. R. Das Research Council Gold Medal for ‘Banker of the year 1995’, Atish Dipanker Award for Banking - 2000,‘CEO of the Year -2000’ by Junior Chamber International, Bangladesh and Sorojini Naidu Award for Banking 2008.
Rumee Ali was born in Dhaka, Bangladesh in 1951. He has a Masters in Economics from University of Dhaka.

Saiful Islam
Vice Chairman
Saiful Islam is the Vice Chairman of BRAC EPL Investments Ltd., and the Former Senior Vice President of the Dhaka Stock Exchange (DSE). He was also Senior Vice President and Chief Operating Officer of Union Capital Limited (UCL), a brokerage house, merchant bank and leasing company in Bangladesh. Prior to UCL, Islam was the head of Operations of Peregrine Capital Limited (PCL), Bangladesh Branch Office, Manager, Securities Operations of PCL and Manager, Settlements and Client Services, Custodial Services of Standard Chartered Bank, Bangladesh. He has over 17 years of global and local experience in key business and supporting roles.

Syed Mahbubur Rahman
Director
Syed Mahbubur Rahman, Managing Director & CEO of BRAC Bank Limited has been in this position since May 2010. Before that he served as the Deputy Managing Director of the bank. Prior to joining BRAC Bank Limited, he served at Prime Bank Limited as the Deputy Managing Director. He also worked with IDLC Finance Limited, Standard Chartered Bank, ANZ Grindlays Bank and Citi Bank, NA in different capacities. He started his career in Saudi Bangladesh Agriculture and Industrial Investment Co. (SABINCO)
Besides being the Managing Director & CEO of BRAC Bank Limited, he also is the Director of BRAC EPL Investments Limited, BRAC EPL Brokerage Limited, Industrial and Infrastructure Development Finance Company Limited (IIDFC) and Dun & Bradstreet Bangladesh Ltd. He has 22 years of experiences in Banking & Finance Institutions. During his banking career, he attended numerous trainings, seminars and workshops on different aspects of banking held both in the country and abroad.
Syed Mahbubur Rahman obtained his MBA from Institution of Business Administration, University of Dhaka.
He was also a theater activist and took part in many plays.

Nabil M. Rahman
Director
Nabil Mustafizur Rahman joined BRAC Bank Limited in January 2009 as Chief Credit Officer. Prior to joining BRAC Bank Limited he worked with AB Bank as Head of Structured Finance. He also served as Head of Investment with IPDC. Before that he worked with HSBC, Credit Agricole Indosuez, ANZ Grindlays Bank and Beximco Group. He started his career with Joyful Miles Ltd. in Hong Kong. His expertise and exposure are primarily in Risk Management and Corporate Finance. He also has experience in Islamic Banking with HSBC Amanah. He attended various training courses and participated in seminars and workshops on different aspects of banking, especially in risk management locally and abroad. He has 17 years of working experience in the banking industry and the commercial sector. He obtained an MBA from Institute on Business Administration, Dhaka University.

Nanda Dulal Saha
Director
Mr. Nanda Dulal Saha FCA is the Director of BRAC EPL Investments Limited. He has been appointed to the Board in 2009.

Mr. Saha is a Fellow member of the Institute of Chartered Accountants of Bangladesh and a member of the Institute of Internal Auditors (IIA),USA and IIA Bangladesh. He is also a member of the Information Systems Audit and Control Association (ISACA),USA and ISACA Dhaka, Bangladesh Chapter. He has been nominated as Director- Membership of the ISACA Dhaka, Bangladesh Chapter for the year 2011 and 2012.
Mr. N D Saha, is currently serving as Associate Director of Internal Audit of BRAC and BRAC International, the largest Non-Governmental Humanitarian Organization (NGO) in the world. He achieved BRAC Values Award in 2012.
Before joining BRAC, Mr Saha worked with Rahman Rahman Huq, Chartered Accountants, a member firm of KPMG International which is one of the “big 4" Accounting Firms in the world, in Audit and Assurance Services for about four and half years.

Mr. N D Saha is currently member of Technical and Research Committee and Information & Communication Committee of the Institute of Chartered Accountants of Bangladesh. He was also member of the Quality Assurance Board and Review Committee for Published Accounts and Reports of the same Institute.
He has altogether more than ten years of working experience in accounting, audit, internal control and risk management services.

Mr. Saha participated in good number of professional training, seminar, workshops, symposium etc. in home and abroad. He has traveled different countries including Malaysia, Uganda, Tanzania, South Sudan, Liberia, Sierra Leone in connection with the profession.
Academically he completed his Honours and Masters in Accounting from National University.

Mark Michael Reinecke
Director
Mark Michael Reinecke is Ex-Managing Director of Equity Partners Limited. He was the former Managing Director of Indosuez W.I. Carr Securities for Thailand, Indonesia, and the Philippines, and, prior to that, was the Senior Vice President of Asset Plus Securities Company Limited, the leading local merchant bank in Thailand. Reinecke has over 20 years of experience as an international stockbroker in Asia, who started his career with Barings Securities. Mark Reinecke was educated in Law at London School of Economics (LSE), with a specialty in Islamic Law from the School of Oriental and African Studies (SOAS).

Khaled Yusuf Farazi
Managing Director & CEO
Khaled Farazi has joined BRAC EPL Investments Ltd as Chief Executive Officer in October 2009. He is a very well-known professional in the field of corporate finance and Capital Markets in Bangladesh as well as international markets, having more than decade of wide ranging experience gained in debt arrangement and financial management. Prior to joining BRAC EPL Investments Ltd., he worked for seven years at Standard Chartered Capital Markets with particular focus on Syndication and project finance across various sectors including power, telecom, textile, refineries, food and beverage, and Agro-based industries.

Khaled Farazi also has significant exposure to the corporate world in the United Kingdom, having work at the prestigious Holland and Holland Limited as the Sales and credit controller. He also has financial management experience in several UK based companies such as Tsunami (UK) Limited, European Design Center Limited and North Fabric Warehouse Limited.
Khale Farazi is a pioneer in introducing innovative products in the debt capital market in Bangladesh and has received several awards in recognition of his work. He received the SPOT award for assigning the largest ever debt syndication in the private sector for Orascom Telecom Bangladesh Limited in 2006. In addition to this, he received SCB CEO’s Award for Bangladesh for arranging a US$ 250 million syndicated loan for Bangladesh Petroleum Corporation. He was also acknowledged the Value Award for extracting tremendous business value through significant cross selling of different products at various departments at SCB from a single project finance transaction.

Khaled Farazi has also been accredited for several professional trainings and examinations including Association of Certified Chartered Accountants (ACCA), Level II, Credit Skills Assessment (Standard Chartered Bank), Being a talented Manager, Indonesia, Leveraging Business Strategy, Thailand and Leveraging Business Excellence, India.

Khaled Farazi Graduated BA (honors) in Accounting and Business from London Guildhall University and received his MBA in Finance from Oxford Brooks University, UK in 2002.

4.8 Mission statement and codes of conduct
VISION

BRAC EPL Investments Limited aims to provide innovative, pioneering and world-class sustainable investment banking solutions including creation of access to capital markets for individual investors and social enterprises.
Corporate Strategy & Business principles
Business principles

 Taking pride in the fact that we are a member of the BRAC family.
 Maximizing profit while ensuring optimum values for our stakeholders.
 Business policies, process and people which enable
 Being the employer of choice through equal opportunity, development and empowerment of our people.
 Practicing the highest ethical standards in all our dealings through an honest, open and enabling organization culture.
 Zero tolerance in breach of compliance, regulatory requirements and laws of the land.
 Being sensitive to social and environmental needs.
 Taking lessons from global markets in terms of innovation, knowledge and best practices for building an internationally reputed institution.

Corporate strategy

 Take leadership roles in the industry, offer innovative products and services and consistently outperform competitors.
 To become the leading investment bank in Bangladesh with appropriate guidance and best technical assistance.
 Increase the outreach of capital market benefits by providing access to small investors with appropriate guidance and best technical assistance.
 Extend a range of pioneering, innovative and diversified capital market solutions for institutions.
 Leverage the brand to an optimum level.
 Analyze the risk matrix and be prepared for adverse market scenarios.
 Define parameters in line with business risks; develop comprehensive operation manuals to ensure a strict culture of compliance.
 Forge and nurture unparalleled relationships with clients and regulators.
 Establish strong relationships with all stakeholders.
 Nurture and implement a performance driver corporate culture.
 Set smart, ambitious and attainable financial targets.
 Define clear objectives for each employee aligned with the overall business strategy.
 Identify and recognize individual talent to ensure appropriate allocation of human capital within the organization

4.9 Highest governance body to performance oversight
See 4.1

4.10 Highest governance body to performance evaluation
See 4.1

4.11 Precautionary approach
The Audit Committee is responsible for reviewing policies related to risk, but it is the responsibility of the Chief Executive Officer and senior management to determine the appropriate level of risk and to take necessary steps to mitigate.
4.12 Endorsement of externally developed principles
BEIL currently do not have any endorsement of externally developed principles.

4.13 Significant association memberships
At this moment BEIL has no significant membership or affiliation with environmental or social associations.

4.14 List of stakeholder group

Employee
Client

Financiers

Shareholder

BEIL

Association

Government

Community

NGOs

Peers

Figure 2: List of stakeholders

4.15 Stakeholder identification and selection process
Stakeholder identification and selection has been made by analyzing the level of involvement of each group of people with BEIL. The analysis has been performed by reviewing the type of services we are providing, the target audience, influencers, business operation factors and other considerations of BEIL’s day to day activities.

4.16 Stakeholder engagement * Clients
Clients’ engagement with BEIL is considered to be very vital, as similar to many other forward looking organizations. Our motto is not only to make profit but also to reflect on the impact of each client’s business outcome to the society. Therefore, BEIL treats each customer very seriously and from time to time we customize our services in order to create a positive impact. Through the report our clients will have a greater understanding about our core business practices and will have greater trust in our company as it shows the improved strategy and management systems. * Employees
There are 83 full time employees at BEIL engaged in contributing towards the vision of the organization. We believe our people are our change agent. Our business principal reflects on addressing the importance of a fair and just workplace. Employees are entitled to discretionary bonus based on the company’s performance along with other facilities. We believe that SR will assist us in creating a bridge between BEIL & the employees and increase employee morale. * Shareholders
Shareholders are one of the primary concerns of BEIL. Every year a Director’s report is published addressing various issues that might impact our shareholders. Shareholders elect each members of the Board of Directors, which in turn appoint its Chairman, at least one Vice Chairman and the members of its various committees. As per The companies Act 1994, the Directors prepare the financial statements to present before the shareholders on each Annual General Meeting. The Board of Directors is appointed to act for and on behalf of the shareholders, to oversee the day to day business affairs. Through the SR shareholders will be able to see the risk reduction both in operational and reputational level.

* Governments
BEIL has begun its journey under new management in 2010 and started its operation as a full-fledged merchant bank. We are governed by the Companies Act 1994 and Securities and Exchange Commission (Merchant Banker and Portfolio Manager) Regulations Act 1996. Our research team is actively involved in tracking changes and new developments of related Government laws and regulations that might affect our business. Our legal and compliance department undertakes periodic and on demand audit to review the operation and compliance of statutory requirements. One of our business principle is - Zero tolerance in breach of compliance, regulatory requirements and laws of the land. Through SR various government bodies will have a standard view point on our social and environmental side along with economic performance.

* NGOs
Being part of the BRAC family has given us the opportunity to focus on the socials needs from the very beginning of BEIL. Therefore, the initiative to publish a sustainability report will add value and aid us in attaining our social and environmental related goals. Various NGOs will also be giving valuable inputs in various related aspect to bring positive change in the society as a whole.

* Peers
We believe we are the first ever merchant bank who has started its journey with social goal integrated with its vision and business principles. We wish to pioneer in bringing positive changes in the society and encourage peer organizations to join the league.

* Community
By operating across the country in Bangladesh, BEIL is attempting to create value in the local communities by generating employment, creating access to the capital markets in regions which did not have this facility before and adding to regional economic development by spending locally. BEIL’s long term commitment is to expand to further untapped regions in Bangladesh in order to bring its products and services to a greater number of people. * Associations
At BEIL we prefer to have association with organizations, which takes social and environmental aspects into consideration along with their economic goals. This report also aims to communicate the message of these concerns to build a better sustainable world.

* Financiers
We believe, to expand and strengthen our supply chain we need to adapt non financial reporting to get access to multinational thematic funds available worldwide. Becoming a signatory member is one of the major requirements of the world renowned institutions such as IFC, ADB and many others to get concession. Being compliant with Environmental & Social Management System (ESMS) will lead us to become one of the signatory members at the same time it will help us improve investor relationship.
4.17 Key stakeholder issues and concerns
After publishing the first SR, we plan to conduct continuous survey to gain an understanding of the outcome of publishing a non-financial report and how it is being perceived by the stakeholders specially the clients, employees and shareholders.

Economic

Management Approach
Creating access to the capital markets for small investors is the primary goal and vision of BEIL. Management of BEIL strives to be honest and open in all communications, whether external or internal. BEIL has taken the initiative to be one of the first entities in its industry to include GRI reporting in its annual report which is an indicator of its transparency.

Indicator- EC 1) Direct economic value generated and distributed, including revenues, operating costs, employee compensation, donations and other community investments, retained earnings, and payments to capital providers and governments.

Table 1: Direct Economic Value Generated
Table 2 By Region employee benefit Region | Number of Employee | | | 2011 | 2010 | Dhaka | 74 | 48 | Sylhet | 3 | 3 | Chittagong | 3 | 3 | Chowmohani | 2 | 0 | Comilla | 1 | 0 |
By operating across the country in Bangladesh, BEIL is attempting to create value in the local communities by generating employment, creating access to the capital markets in regions which did not have this facility before and adding to regional economic development by spending locally. BEIL’s long term vision is to expand to further untapped regions in Bangladesh in order to bring its products and services to a greater number of people.
Indicator- EC 7) Procedures for local hiring and proportion of senior management hired from the local community at significant locations of operation:
Table 3: Locally hired employees at regional offices | 2009 | 2010 | 2011 | Region(Regional Officer) | Local Hire % | Full-Time | Contractual | Local Hire % | Full-Time | Contractual | Local Hire % | Full-Time | Contractual | Dhaka | 100% | 10 | 0 | 100% | 48 | 0 | 100% | 74 | 2 | Sylhet | 100% | 0 | 0 | 100% | 3 | 0 | 100% | 3 | 0 | Chittagong | 100% | 0 | 0 | 100% | 3 | 0 | 100% | 3 | 0 | Chowmohani | 100% | 0 | 0 | 100% | 0 | 0 | 100% | 2 | 0 | Comilla | 100% | 0 | 0 | 100% | 0 | 0 | 100% | 1 | 0 | Total | 100% | 10 | 0 | 100% | 54 | 0 | 100% | 83 | 2 |

(At all regional offices the staffing has been done on the basis of fully local hiring.)
Environmental

Management Approach
At BEIL, we are committed to operate in a manner that protects the environment. Our organization thrives to share best practices among our own teams to build and maintain momentum toward creating sustainable growth of our business

Things we already do:

1. Get everybody to turn off their AC, Lights and Other Electronic Equipments while not needed. 2. We use the available technology to teleconference, online e-attendance system and leave management for paper free processing. (Note: Online e-attendance system and leave management system is managed by Human Resources Department)

3. A high capacity central printer on every floor instead of printer on every desk. (Note: IT department is managing all the computer related services)

4. Have procedures for the disposal of electronic equipment, old batteries and other waste.

5. One photocopier for the entire facility

6. We do not turn on the office lights unless we have to, the windows in our office designed to allow natural light. 7. We use energy saving bulbs and less carbon emitting air- conditioners have been installed at the office facility.

8. Canteen facility is available with porcelain plates, cups and stainless steel utensils instead of one-time use ones to limit waste.

9. Water saving taps and duel compartment flash system sanitary equipments have been installed for water conservation.

Information shown is based on consumption of corporate office year 2011. A separate monitoring system is to be implemented at the regional offices to monitor the information on relevant indicators as well for 2012 SR.

Aspect: Materials

Indicator- EN 1) Materials used by weight or volume
Table 4: The materials are used by volume Materials use | 2011 | Paper(mention unit) | 240 rim | Lubricants(Grease & oil) | 50 LITERS | Tyres | 8 PIECES | Batteris | 4 PIECES |

Indicator- EN 2) Percentage of materials used that are recycled input materials:

Table 5: Percentage of materials used that are recycled input materials Recycled Input Materials | 2011 | Paper | 100% | Tyres | 100% | PET Watr Bottles | 100% |
(Waste materials are sold to recyclers chosen by the procurement department.)
Aspect: Energy

Indicator- EN 3) Direct energy consumption by primary energy source:

Table 6: Direct energy consumption | diesel | Octane | CNG | Electricity | 2011 | 1837 Liters | 341 Liters | 3326 Cubic Meter | 58.944 MWh |
(Data: June-December 2011. Corporate office moved to separate location in May 2011)

Indicator- EN 5) Energy saved due to conservation and efficiency improvements.

The entire corporate office has been installed with split type air conditioning machines and energy savings lights throughout the office facility.
BEIL has adapted various best practices to conserve energy and efficiency improvement throughout its business functions some of the practices are stated below: 1. Online e-attendance and leave system to aid paper free processing 2. Limit printing by allowing staff members to communicate via email and an established corporate culture of making decisions via office email. 3. Common printing facility for central use at every floor of the office facility instead of one at every desk. 4. Encourage both side printing to reduce paper consumption 5. All monitors displays have been set to display off after 5 minutes and set for sleep mode after 30 minutes to reduce energy consumption. 6. Two of the office vehicles have been converted to CNG to reduce carbon emission and cost efficiency.

A comparison has been shown between energy saving approach verses traditional approach:
(The calculation has been made based on set market standards as the installation of energy efficient technologies have been adapted very beginning of office setup. Therefore, actual comparison was not possible)

Table 7: Comparison of Energy Consumption by Energy Saving Bulbs and Traditional Bulbs

Number of Energy Saving Bulbs+ 240 (23 watt equivalent to traditional 120 watt bulbs as started on the packaging ) | | Unit | Hours | Watt | Total | By Using Energy Efficient Bulbs | 240 unit of bulbs | 1944 hours/year | 23 watt | 10731 kwh | By Using Traditional | 240 Unit of bulbs | 1944 hour/year | 120 watt | 55987 kwh | | | | Savings per year | 45256 kwh |
(Total working days in 2011= 243 Days and average 8 hours per day)

Table 8: Comparison of Energy Consumption by Split Air Conditioner and Window Air-Conditioners

Number of Split Air-conditioner=(3.5 kw equivalent to 5 kw traditional window type Air-conditioner) | | Units | Hours | Watt | Total | By Using Energy Efficient Bulbs | 30 Units | 1944 hours/year | 3.5kw | 204120 kwh | By Using Traditional | 30 Units | 1944 hour/year | 5kw | 291600 kwh | | | | Savings per year | 87480 kwh |
(Total working days in 2011= 243 Days and average 8 hours per day)
Indicator- EN 7) Initiatives to reduce indirect energy consumption and reductions achieved:

See Indicators EN 5
Aspect: Water

Indicator- EN 8) Total water withdrawal by source:

Table 9: Water consumption at BEIL Year 2011 | 2441.14 Kilomiters | | Figure 4: Residential End Uses of Water
The water consumption is very insignificant amount at the corporate office and all the taps and sanitary equipments have been installed that conserves water. A number of 9 toilets with dual-flush system have been installed and a number of 11 taps with faucet aerators to limit the total water flow. On average per person water use per day is 183 liters (Aprox.)1.

Initiative 01- Water Saved by Water Saving Flushing System:
Water saved at BEIL per year due to installation of dual flush toilet is 94.77 Kiloliters/Year Aprox.2

“Replacing an 11 liter single flush toilet with a 4.5/3 liters dual flush toilet can save about 11,000 liters per year per person.”- Information has been collected from the fact sheet adapted from the City West Water “Water Conservation Solutions Handbook”, Australia.
1 Water usage June-December 2011= 1424 Kiloliter
Yearly usage calculation = (1424 X 12)/7 = 2441.14 Kiloliter Calculate water use figures per day per person Annual water use (m3) =A | Office Work days per year (days)= I | Number of employees (annual average)= B | Water use per person per office day = (A/I)/B=J |
*Source: http://www.green-office.org.uk/audit.php?goingto=factsheet5
Per person water usage: (2441.14/243)/55 = .183 Kiloliters = 183 liters

2 Calculation water conservation by dual flush toilets:

The frequency of toilet flushes per toilet is often greater in offices than homes, although the frequency is highly variable from facility to facility. It is reasonable to assume an average of 2 to 4 flushes per person per 8 hour shift. While it is reasonable to use average toilet usage estimates for program planning, performing toilet retrofit projections of water use on individual office facilities requires calculations based on unique site data. A sample calculation might be:

Data: 243 working days in year 2011 *

Number of user at corporate office: 55 staff members + 10 visitors
243 days X 65 user X 3 toilet flushes/day = 47,385 toilet flushes/year
49,920 flushes / 9 toilets = 5265 flushes/year/per toilet

Water usage per year with traditional toilets= 5265 flushes X 5 liters = 26,325 Liter
Water usage per year with dual flash toilets = 5265 flushes X 3 Liters = 15,795 Liter
Water saving per year = 10,530 liter/per toilet
Water saving per year for all toilets = 10530 X 9 = 94,770 Liters/ year = 94.77 Kiloliters/ Year

Initiative 2 – Water saved by installation of low flow water faucets:
The low flow faucet aerator uses only 1.9-5.6 liters per minute (lpm). Often we use more water in our sinks than necessary. To minimize the amount of water used every day, we have inwith the water saving faucet aerator. A high-efficiency bathroom sink faucet flowing at 5.6 lpm can reduce flow rate by 32 percent over a traditional faucet with a maximum flow rate of 8.3 lpm. A faucet flowing at 3.8 lpm can reduce flow rate by 45 percent over a traditional faucet with a maximum flow rate of 8.3 lpm. At BEIL we save 120.1 Kiloliters/ Year aprox.3 by simply installing the low flow faucets.

“Retrofit studies conducted in Seattle, Washington, and East Bay Municipal Utility District in California have shown that a household can save approximately 2157 liters per year by simply replacing existing bathroom sink faucet aerators with high-efficiency 5.6 lpm aerators.” (Information Source: Official website of United States Environment Protection Agency- www.epa.gov)

Indicator- EN 9) Water sources significantly affected by withdrawal of water.
See Indicator-EN8

Indicator- EN 10) Percentage and total volume of water recycled and reused:
No initiative has yet been taken to plan water recycling. The amount of water used is very minimal at BEIL.

Indicator- EN 11) Land adjacent to protected areas.
BEIL is not aware of any operational sites that are owned, leased, managed in, located in, adjacent to or that contain protected areas and areas of high biodiversity value outside protected areas.
Aspect: Emissions, Effluents, and Waste

Aspect: Training and Education

Indicator- LA 10) Average hours of training per year per employee by gender, and by employee category.

Table 17: Average Hours of Training by Employee Category

Category/Designation | Avg. Hours 2010 | Avg. Hour 2011 | CEO | 32 | Director | 40 | Associate Director | 112 | Senior Manager | 64 | Manager | 18 | 56 | Deputy Manager | 152 | Assistant Manager | 12 | 24 | Sr. Executive | 8 | 232 | Executive | 224 | Total | 38 | 936 |

Table 18: Average Hours of Training by Employee Category and Gender Category/Designation | Avg. Hours 2010 | Avg. Hour 2011 | | Male | Female | Male | Female | CEO | | | 32 | | Director | | | 40 | | Assistant Director | | | 112 | | Senior Manager | | | 24 | 40 | Manager | 18 | | 56 | | Deputy Manager | | | 88 | 64 | Assistant Manager | | 12 | 24 | | Sr. Executive | 8 | | 224 | 8 | Executive | | | 224 | | Total | 26 | 12 | 824 | 112 |

Indicator- LA 11) Programs for skills management and lifelong learning that support the continued employability of employees and assist them in managing career endings.

Our Employees engaged in a 2 day work shop on Team Building and Business understanding at Rajendrapur,
BCDM and the training was not job specific.

Indicator- LA 12) Percentage of employees receiving regular performance and career development reviews, by gender.

Regardless of gender all employees are reviewed for performance based on the same performance indicators linked to promotion and remuneration.

Aspect: Diversity and Equal Opportunity

Indicator- LA 13) Composition of governance bodies and breakdown of employees per employee category according to gender, age group, minority group membership, and other indicators of diversity.

Society

Management Approach

At BRAC EPL Investments Limited (BEIL), compliance of what are required to be adhered to is always given a paramount importance. In pursuit of developing a disciplined and rule-based work culture, the concerned departments of BEIL endeavor to keep themselves aware of the regulatory issues that are already in place to follow while remaining alert of the changes being made to the existing regulations as well as what are being introduced afresh. In order to make the task of compliance from the risk of oversight as far as possible, the following 3-stage rigorous process of due diligence is followed:
- Concerned business departments/units study the laws/rules to properly understand and follow the regulatory requirements;
- Legal and Compliance Department does the necessary vetting to ensure that regulatory requirements have been properly followed;
- External lawyers are engaged for more rigorous vetting when such need arises particularly before submission of commercially important papers/documents.

Aspect: Corruption

Indicator- SO 3) Percentage of employees trained in organization’s anti-corruption policies and procedures.
“Certificate of Corporate Governance & Addressing Financial Fraudulence, Abusive Market manipulation &

Inside Trading.”

BEIL has sent one employee to obtain aforementioned training in year 2011. BEIL intend to arrange more employees for these types of trainings in the coming years.

Indicator- SO 4) Actions taken in response to incidents of corruption:
There has been no incident of corruption reported in year 2011

Aspect: Public policy

Indicator- SO 5) Public policy positions and participation in public policy development and lobbying
We try to seize opportunities, whenever they arise, to logically register our views/opinion on any proposed regulatory measures or industry-related issues that may impact our businesses/activities. In doing so, we make our representation either organizationally in our own right or through the industry body where we have participation.

Aspect: Compliance

Indicator- SO 8) Monetary value of significant fines and total number of non-monetary sanctions for non-compliance with laws and regulations.

There has been no fine or non-monetary sanction made for non-compliance with laws and regulations.

Product Responsibility
Management Approach
Quality, understood in its widest sense, is the foundation of our approach to Product Responsibility. At BEIL, we make extensive information available to our customers on all of our services and strive to comply with all legal requirements for product labeling (Service Disclosure). We are guided by the Security and Exchange Commission (Merchant Banker and Portfolio Manager) regulations Act 1996 regarding all relevant aspects; which we strictly adhere to.
 Our Communications Policy requires that all marketing or advertising materials go through the correct legal procedures before publication; and in-line with our brand values and guidelines.
 Our communications strategy incorporates both ATL and BTL (ATL for Retail and BTL for Corporate)
 We care greatly about our customers’ wants, needs and viewpoints about our products, our company, our brand and feel we can create value through a deep understanding of these priorities.
 We seek to utilize “pull” rather than “push” marketing and to create a customized experience for our customers. Through strong communication, we can fold intuitive design, thoughtful solutions and practical approaches into services that exceed our customers’ sustainability expectations.
 Customer privacy is important to BEIL and efforts are always ongoing to ensure that all business units have the necessary training and data privacy protocols in place.
 Identifying, defining, measuring, improving, optimizing and steering the way we conduct our activities within BEIL has been part of our continuous improvement culture since the creation.
 Backed by our strong research and development capabilities, we have always strived to develop services which are safe and best in class.
 We have continuously focused on adapting new technologies and making innovative use of constrained resources to differentiate our services.

Aspect: Marketing Communications

Indicator- PR 4) Non-compliance with regulations concerning product and service information and labeling
There has been no non-compliance with regulation issues faced during year 2011 due to service information disclosure or for any service type that is offered by BEIL. We follow all the concerning rules and regulations imposed nationally. The legal and compliance department assist the respective departments with monitoring in this regard.

Indicator- PR 5) Practices related to customer satisfaction, including results of surveys measuring customer satisfaction.
A customer segmentation study was conducted at the end of 2011, where the retail customers of BEIL were asked to partake in a telephone interview. A total of 2031 customers participated in the survey, which covered areas/topics such as Customer Profiling, Corporate Reputation, Brand Awareness /Advertising Awareness, Customer Insight and Future Market Needs.
Survey results showed positive responses on the almost all variables with Customer Service cited as the most liked feature by 49% of the respondents. Of the feature that needs to be improved, 23% identified the level of Interest on margin loan as the variable in most need of improvement. (Note: A recent competitor analysis has shown our interest level on margin loans to be one of the most competitive in the market).

Indicator- PR 6) Programs for adherence to laws, standards, and voluntary codes related to marketing communications, including advertising, promotion, and sponsorship.
The marketing policy requires that all marketing communications are reviewed by our Marketing, Sustainability and Corporate Affairs Department prior to publication. BEIL intend to maintain the co-branding and promotional affiliation with business that does not conflict with our vision and business principles. BEIL is on the process of publishing its brand manual by early 2012.

To add more, BEIL follows relevant developments in legislation, international standards and voluntary codes related to marketing communications (including advertising, promotion and sponsorship), so as to continuously adopt its practices and ensure compliance with best practice. BEIL will look to further promote such adherence to laws, standards and voluntary codes through comprehensive training program specifically designed to meet the needs of BEIL communicators.

Indicator- PR 7) Total number of incidents of non-compliance with regulations and voluntary codes concerning marketing communications, including advertising, promotion, and sponsorship by type of outcomes.
There has been no incident of non-compliance with regulations and voluntary codes concerning marketing communications by types of outcomes.

Indicator- PR 8) Substantiated complaints regarding breaches of customer privacy.
Customer privacy is important to BEIL and we have not received any material complaints concerning breaches of customer privacy or losses of customer data. Efforts are ongoing to ensure that all of our business units have the necessary data privacy protocols in place. We did not face any fine or sanction for non-compliance of laws and regulations in 2009-2011.

Indicator- PR 9) Non-compliance with laws and regulations concerning products and services

About Investment Banking
Since inception, BRAC EPL Investments Limited has achieved an unparalleled reputation as a leading local provider of Investment Banking services by maintaining a high level of professional expertise and integrity to its client relationships. BRAC EPL focuses on a broad range of industries, including manufacturing, food, broadcasting, building materials, technology and communications. The firm seeks engagements with well-managed companies that exhibit a sustainable competitiveadvantage.

At BRAC EPL Investments Limited, Investment Banking Department delivers a whole range of Investment Banking services including traditional merchant banking activities such as Issue Management & Underwriting. BRAC EPL also provides value-added services such as Corporate Advisory and Merger Acquisition Services. The institution offers investment services to cross border transactions as well.

The Investment Banking Department at BRAC EPL consists of professionals with expertise in the equity and debt capital markets, providing issue management, underwriting, merger & acquisition and corporate advisory services to clients.

Investment Banking Services
Issue Management and Underwriting of Public Offering
We provide issue management and underwriting services for – 1. Initial Public Offering (IPO) 2. Repeat Public Offering (RPO) 3. Rights Issue, etc.
Our issue management services include/ cover 1. Capital Restructuring 2. Structuring the size of the public offer 3. Determine issue price 4. Valuation of the Issuer Company using various techniques of financial modeling 5. Assist in the preparation of relevant documents for public offer 6. Co-ordinate the work of other professionals, i.e. lawyers, credit rating agencies and accounting firms 7. Ensure compliance with the regulatory authorities 8. Liaising with the regulatory authorities on all issues regarding the public offer 9. Arranging bankers to the issue 10. Arranging the underwriting syndication

Investment Banking Services - Team Members 1. Zahedul Arefin, Head of Corporate and Institutional Business
Mr. Arefin recently joined BRAC EPL as Head of Corporate and Institutional Business, responsible for overseeing the Investment Banking, Structured Finance, Private Equity and Market Research Departments at BRAC EPL. Prior to joining BRAC EPL, Mr. Arefin was the Head of Consumer Banking Markets Sales at Standard Chartered Bank in Bangladesh and Nepal. He has extensive experience in co-ordinating and supporting development of new products, i.e. FX, Interest Rate, Commodity and Credit Derivatives in Bangladesh. He is also an expert in providing value added advisory services to clients through market commentary and analysis. Closed first ever derivatives in Bangladesh for all three asset classes – FX, Commodity and Rates. CEO’s award for closing the first ever Derivatives (cross-currency Fx options) in Bangladesh in 2006. He also was awarded for closing the first Commodity Derivatives in Bangladesh in 2008 and the first onshore Interest Rate SWAP in Bangladesh in 2009. Closed first Gold Reverse Lease deal for any bank in Bangladesh in 2009. 2. Ms. Manira Khan, Senior Assistant Vice President Manira Khan joined BRAC EPL (Formerly known as Equity Partners Limited) as Investment Associate in February, 2007. She possesses advanced knowledge in primary market, corporate and securities laws, securities valuation and corporate finance and has profound expertise in Issue Management, Corporate Advisory, Underwriting, etc. She is responsible for Corporate Advisory, Public Issue Management (IPO, RPO, Rights Issue), Private Equity/Capital Raising Management, underwriting of public issues, among other investment banking services. She has successfully accomplished large public issues such as Lafarge Surma Cement Limited (Rights Issue), RAK Ceramics (Bangladesh) Ltd. (First IPO in Book Building Method), Marico Bangladesh Ltd. (IPO), The Premier Bank Limited (IPO) among others. She has completed her BBA (Finance) from Stamford University.

3. Ms. Sharmeen Hossain, Assistant Vice President
Sharmeen Hossain joined BRAC EPL Investments in November 2010 as an Assistant Manager in Investment Banking. Since her arrival, she has completed a milestone Sale Advisory transaction on behalf of the Asian Development Bank (ADB), provided corporate advisory and arranged financing for FARR Ceramics Ltd and is currently issuing the Initial Public Offering of United Power Generation & Distribution Company, among other transactions in the Investment Banking product pipeline. Previously, Ms. Hossain was a sell-side US Institutional Equity Sales Associate at JPMorgan & Co in Boston, Massachusetts for 3 years. Ms. Hossain was at the forefront of running equity capital market transactions such as IPOs, Follow-on offerings, and large block trades for key buy-side investment institutions in the USA. Notable equity raises under her portfolio include Visa, MasterCard and VMware. She also covered JPMorgan’s equity research, corporate access and trading platforms for institutional clients such as Fidelity, Wellington, Blackrock and Eaton Vance. In 2009, she headed the Business Development for an SME, Desarch Pentacle Pvt. Ltd, in Mumbai where she build and executed marketing, branding, sales and public relations strategies for the firm’s products and services to large corporate houses across India such as Reliance Industries, Tata Hospitality, Future Group, and the Yum! International. Ms. Hossain received her Bachelor in Science for Business Administration from Babson College, Boston USA with a double major in Finance and Economics.

4. Mr. Iftekhar Alam, Analyst
Iftekhar Alam joined BRAC EPL Investments in August, 2011 as an Analyst in Investment Banking. He has been assisting senior managers in executing deals. Mr. Alam worked in the revised submission of Unique Hotels and Resorts Limited. He has also conducted valuation, underwriting and market research for various undergoing IPO’s in the Investment Banking team pipeline. Mr. Alam has been personally involved in the capital market of Bangladesh since 2004. He holds technical analysis skills of the capital markets. Mr. Alam completed his BBA with dual major in Finance & International Business from North South University with distinction of "Cum Laude".

Structured of finance
About Structured Finance
The Structured Finance team at BRAC EPL Investments Limited provides a full array of financing solutions across debt, hybrid, derivative and equity-linked products.

The team focuses on originating, structuring, underwriting and executing debt financings including:

1. Syndications (foreign and local) 2. Corporate Bonds 3. Leveraged loans 4. Bridge financing 5. Mezzanine debt 6. Other debt linked products
We also specialize in leveraged buy-outs, re-financing, M&A transactions and restructurings.
Structured Finance – Services
Services provided by our Structured Finance team include but is not limited to: 1. Advising on a broad array of financing strategies to address our clients’ specific needs 2. Interacting with industry and product groups across the firm to deliver the most innovative and holistic solutions for our clients. 3. Providing best-in-class deal structuring and execution. 4. Review of financial assumptions through comprehensive financial and economic models. 5. Reviewing and assessing, together with the Company, the validity of the various assumptions which underpin the base case and analyzing the sensitivity of the project to alternative financing assumptions. 6. Structuring an appropriate facility which is both optimal for the Company and also palatable to the lenders /strategic Investors. 7. Establishing a syndicate of financiers to arrange the debt finance facility; 8. Negotiating the terms of the debt finance facility agreements; 9. Negotiating an appropriate security package (assignment and security agreement) and satisfactory inter-creditor arrangements with all lending institutions. 10. Co-ordinating the documentation of financing agreements. 11. Assisting in formulation of strategies for interest rate and currency risk management if appropriate; 12. Co-ordinating the syndication of Debt Finance facilities; 13. Co-ordinating signing ceremony and publicity of the fund raising. 14. Facilitating arrangement of Advance Payment. 15. Facilitating arrangement of working capital, if required and 16. Arrangement of Letter of Credit (LC) for the project.

Structured Finance - Private Equity
In recent years, alternative investment asset classes such as private equity have become increasingly important pools of capital in the global financial system.

BRAC EPL believes that Bangladeshi companies and entrepreneurs are now willing to take the next step and accept private equity as a means of financing. With economic fundamentals improving, improved political environment due to the recent steps taken by the government, regulatory framework evolving and open dialogues between private and public sectors taking place, now seems to be an opportune time for private equity investors to seek out opportunities.
At BRAC EPL Investments Limited, we provide the following services in this regard: 1. Formulating business plans. 2. Working with due diligence. 3. Attracting and selecting investors. 4. Providing legal and institutional support. 5. Debt restructuring. 6. Creating offer Documents

Structured Finance - Mergers and Acquisition
BRAC EPL Investments Limited provides best-in-class merger & acquisition advisory solutions for its clients in buying, selling or consolidating companies across all industries and across international borders. We extract, implement and ensure sustainable synergies for our clients to benefit from continued or new found business strength and growth.
Our dedicated client-focused principles and deliberate value-added mandate has proven to create and build long-term relationships and unparalleled brand loyalty among multi-national powerhouses to emerging companies.
Our M&A practice caters to general strategic and financial advisory services to transaction specific solutions for mergers, acquisitions, divestitures, privatizations, takeover defenses, strategic partnerships and joint ventures. Our clients include management, boards of directors, government entities, institutions, investors and other interested parties in local and cross-border deals.

Structured Finance - Team Members 1. Md. Monirul Islam, ACA –Head of Structured Finance
Md. Monirul Islam, ACA is the Head of Structured Finance at BRAC EPL Investments Limited and joined the company in July 2011. He is heading a team dealing with Debt & Equity Linked Product, Merger & Acquisition and Private Equity. Prior to joining, he was an Associate Director-Capital Markets of BRAC EPL Stock Brokerage Limited and he covered banks, non-banking financial institutions and the insurance sector. Before joining BRAC EPL, Monirul was a Manager of Audit and Advisory services of KPMG-Bangladesh. Monirul has extensive experience in the banking and telecom sector through auditing and advisory engagements.

Monirul completed his MBA and BBA degrees, both with a concentration in Accounting and Information Systems (AIS), from the University of Dhaka. He holds the designation of Associates of Chartered Accountants (ACA). Monirul is a part time faculty member of the Institute of Chartered Accountants of Bangladesh (ICAB).” 2. Tafsir Ahmed –Vice President, Structured Finance & Private Equity
Tafsir Ahmed joined the BRAC EPL Investments team in December 2011. He is responsible for originating and executing deals regarding debt & equity linked products, merger & acquisition and private equity. He was previously employed for three years by Capital Markets team of Standard Chartered Bank (“SCB”) with particular focus on loan syndication, corporate bonds and project finance across various sectors including pharmaceuticals, telecom, poultry, cement, financial institutions, aviation and agro-based industries. During his tenure there, he raised around USD 1 billion equivalent financing for various local and multinational companies. He also worked with the Loan syndication team of SCB London on attachment. Tafsir also served as a member of SCB’s Sovereign Rating advisory team for People’s Republic of Bangladesh.

He worked as a Financial Analyst, Corporate Banking at Eastern Bank Ltd and Management Trainee at Warid Telecom (present Airtel Bangladesh) as well. He completed his BBA from North South University with concentration in Finance & Accounting.

3. Tazreen Ahmed –Assistant Vice President, Structured Finance
Tazreen Ahmed has been working with BRAC EPL Investments Limited since its inception in 2009. She joined as an associate in the Investment Banking department, working on both Equity transactions such as Initial Public Offerings, Rights Shares, Private Placements as well as Debt products. She worked on the IPO transaction of RAK Ceramics Limited, which was the first IPO priced under the book-building method in Bangladesh. Currently, she is part of the Structured Finance team specializing in Debt & Equity Linked Products, Merger & Acquisitions and Private Equity. Ms. Ahmed has worked on both local and foreign loan syndications. She also specializes in M&A transactions, having completed a cross-border acquisition of a foreign based Bank by a Dubai based conglomerate.

Prior to joining BRAC EPL Investment Limited, Ms. Ahmed worked as a Public Finance Analyst at Citigroup in Manhattan, New York. She completed her Bachelors of Science from the University of Albany with a major in Economics.

4. Shafkat Mahmud –Associate, Structured Finance
Shafkat Mahmud joined BRAC EPL Investments Limited in September 2011. He is presently working on Mergers & Acquisitions, Private Equity & Loan Syndications. He previously worked at Standard Chartered Bank, Credit Rating Agency of Bangladesh and Citibank, N.A. He graduated from North South University with concentrations in Finance & Accounting and Economics.

5. Mahmuda Islam Saki –Analyst, Structured Finance
Mahmuda Islam Saki Joined BRAC EPL Investment Limited team in October 2011 and is responsible for assisting the team in research for Debt and Equity Linked products, Mergers and Acquisitions, Private Equity and any other transactions as and when necessary. Prior to join BRAC EPL Investments Limited, she worked as an intern in Structured Finance & Private Equity Department of BRAC EPL Investments Limited. Ms. Mahmuda is a fresh graduate from North South University with a BBA degree and a concentration in Finance & Accounting.

About Impact Investments
Impact Investment is the latest service line added to BEIL portfolio. We expect positive risk-adjusted financial returns from our investments without compromising social and environmental impact. Our objective is to help build a dynamic and sustainable economy by providing capital and advisory services for scaling up of social business organizations. We believe, for a country like Bangladesh where 76.5% people live under $2 per day, impact investments can provide sustainable solutions to a number of pressing challenges.

Basic Needs 1. Agriculture 2. Water 3. Housing
Basic Services 1. Education 2. Health 3. Energy 4. Financial Services

Impact Investments – Services 1. Project Concept Development for Carbon Emission Reduction and Finance

* Selection of the appropriate UNFCCC methodologies * Establishing Baseline * Conceptualization of the PCDM and CPA structure

2. Arrangements

* Assist in deal Negotiation with International counterparty * Assist the client to finalize Arrangement of several Stakeholders * Assist the client in Legal Agreement drafting

3. Project Preparation

* Developing Project Idea Note (PIN) * Managing prior CDM Notification procedure * Preparing Project Design document (PDD) * Conducting Local stakeholder Consultation Process * Managing Host country Approval Process

4. Assistance with Validation, Monitoring and Verification

* Assistance in finding a DOE * Managing Validation Process * Preparation of Operation and Monitoring Plan * Training Monitoring Staffs * Facilitation of verification process

5. Assistance with CER trading: Portfolio Management and/or Brokerage Service

What is Portfolio Management?
A portfolio is a collection of assets that can include Stocks, Bonds/Debentures, Bank Deposits, Government Securities, Real Estates, and Commodities etc. Management of a portfolio is the process of Selecting asset classes and their weights in the portfolio, Maintaining Diversification, Executing trades, keeping records, Researching, Borrowing for leveraging return etc. This process is quite dynamic and requires instant adjustments when the market patterns shift to new directions. Most importantly, to complete the process sufficient involvement of people with many different skills (i.e. researching, Record keeping etc) must be ensured. There are at least two keys aspects of successful Portfolio Management: Experience of Portfolio Managers, Execution Efficiency.
Portfolio Managers are the sole determiners of asset class selection and their respective weights. With their experience they can track attractiveness of different Assets Classes at different market cycles. They maintain connections across many financial institutions and can avail latest developments in the market instantly. The Managers are most often backed by analysts who scrutinize corporate accountings and business policies to reveal hidden investment opportunities. So, the first due diligence action by investors should be researching the backgrounds of the Portfolio Managers.

Execution is a second major responsibility of the managers. Generally most portfolio managers have in house brokerage facility or sister concern arrangement like BRAC EPL Investments and BRAC EPL Stock Brokerage and some don't yet have their proprietary facility or sister concern. Mangers have easy and full access to execution terminals to execute trades at most attractive prices. A very well known prophesy goes like "make profit when you buy". In house execution allows the managers to achieve this target of gaining while buying.

One fundamental issue regarding Portfolio Management is the Legal Discretion or Power to execute trades. There are two broad ways as to how Discretion can be shared: Investor Discretion and Manager Discretion.

Investor Discretionary Account has very close resemblance to BO Accounts. At BRAC EPL, Investor Discretionary Accounts is branded as Capedge Accounts. Under this arrangement, full responsibility of buying/selling taking margin and all other critical decisions rests on the investors.

On the other hand, another brand at BRAC EPL, Managed Capedge, rests the authority to take all pertinent decisions regarding most aspects of Portfolio Management on the Portfolio Managers. Most Merchant Banks in Bangladesh generally provides only Investor Discretionary Management Services while BRAC EPL and a few others are currently providing both these services.

Understanding the Market:

Understanding The Mechanism of Capital Market in Bangladesh has been all about trying to figure out how a Bull runs. At times when Professionals are puzzled, laymen make thousands by simply throwing at dirt boards. Investors have entered into the market in rally, but didn't make a handful due to lack of understanding. Here is statistic of this rally.

What about the market growth? Market as measured by The DGEN posted around 80% growth in the last one year. This simple statistics alone justify why people should come and join the rally in the market to make some fortune. Below we have presented the DGEN from 2009 January to date. The rise is phenomenal and with a long list of pending IPOs makes the future even more prospective. Unprecedented rise in trading volume in the later half of 2010 is a clear sign of increased focus on capital markets.

We all know about the dynamics of capital market as the experience of 1996 is not a distant past. So investors are advised to remain in touch with professionals in every market situations. To help them with professional advice and management of their hard earned savings BRAC EPL has two basic offerings- Non Discretionary Portfolio Management "Cap Edge" and Discretionary Portfolio Management "Managed Cap Edge".

BRAC EPL Cap Edge: Non Discretionary Portfolio Accounts
What is a "Cap Edge" Account?
Cap Edge is an Investor controlled account. Investors retain all the authority and power to select the items to buy and sell, and the timing of trade while the portfolio managers assist them with trade execution and continuous advice. Under these arrangement, investors pay management fee and brokerage commissions for trading.
What Services Clients can avail?

1. Efficient execution of trades 2. Extension of margin loan 3. Collection of dividend and bonus shares 4. Subscription of the rights issues 5. Completion of dematerialization process 6. Keeping the securities in safe custody 7. Daily Portfolio Reports 8. Access to sectoral and company research 9. Order submission through phone or email

Why BRAC EPL Cap Edge? 1. Experienced Portfolio Managers 2. Excellent Sales and Customer Service 3. Fastest Possible Response to Regulatory Changes 4. Economies of Scale 5. 4x5 Trading and 24x7 Advising Services 6. Disciplined Approach 7. Prudence and Conservatism

Return Potentials
From a theoretical perspective, capital markets should generate sufficient returns for investors in the long run to keep them motivated to take risk. Return on Investment must exceed what someone can earn from Bank Deposits or Govt. savings certificates. Disciplined and well researched investing can reward investors and vice versa. Unfortunately individual investors have a herd mentality that force them to trade based on noise. Investors too frequently are lost into the abyss of greed. Most people think that they can double their investment in a year. In general Return may take one of following forms*:

Charges & Conditions: | Minimum Investment Taka 100,000 | | | | Management Fee: 1.5%* | | | | Settlement Fees: .35 per 100 trade value. | | | | Lock in: not applicable | | | | Availability of Margin: Unconditional and as per SEC directives | | | | Margin Interest: 13.75%** | | | | Account Opening Fees: Taka 500 (one off) |

BRAC EPL Wealth Max Cap Edge: Non Discretionary Portfolio Accounts
What is a Wealth Max Cap Edge Account?

Premium customers of BRAC Bank are as valuable to us as they are to the Bank.We are glad to treat them in an especial manner. We care about their value of time and money. We have a separate team for these valued customers of BRAC Bank. Services and features available to Wealth Max Cap Edge clients are almost same as the ones available for our Cap Edge clients. We can customize our offerings to some extent for our Wealth Max clients. Please check our Cap Edge page for the features and services and contact our appointed advisor for customized offerings in the following no.
Managed Cap Edge - Discretionary Portfolio Account

Managed Cap Edge is a Portfolio Manager controlled account. Managers rather than the Investors retain all the authority and power to select the items to buy and sell, and the timing of trade while the investors can guide the managers by providing inputs on their return and risk preference. Under these arrangement, investors pay management fee (that is greater than the one in Cap Edge) and brokerage commissions for trading.

Why BRAC EPL Managed Cap Edge?
In-depth Risk Assessment
We have developed quasi scientific measure to assess your risk appetite and risk taking ability. Accordingly we categorize you as aggressive, moderate or conservative. Your portfolios are designed as per you risk assessment measures.
Rigorous Risk Management
Our main risk management tool is diversification. Based on your risk score, we determine a level of diversification that fits with you.Furthermore, we take specific care when we select stocks for your portfolio. Risky stocks from cyclical industries are restricted from inclusion into your portfolio if you are risk averse.
Fastest Possible Response to Market Changes
We continuously monitor the market for hidden opportunities so that your portfolio remains the first in the queue to take the advantage. We have networks across most financial institutions in our capital market. So nothing we can miss for you.
Competitive
We can confidently let you search for rates in the industry from our competitors. The rates we charge are the minimum in the industry.

Return Potentials
We don't guarantee any return but the highest possible return targets are always in our mind. We understand the value of the long term goals you have and the importance of your managed cap portfolio's performance to achieve those goals. Market is more powerful than us, but still we relentlessly strive to beat the market. Return potential of your portfolio is anchored to market movements. In the recent two years market was in a bull race, grew by more than 60 percent year. This phenomenal growth is highly unlikely to repeat as we understand. A more decent and stable growth of the market in the range of 30% a year can result in a return of your portfolio around 25-50%

Risks and We
We believe in maximization of wealth through proficient risk management. Any investment carries some level of risk; capital market investment is not an exception. It is sensible to have a full understanding of the risks associated with any investment before deciding to invest. We will give the best possible effort to accomplish with optimum risk adjusted return. We use the following risk management tools for the managed Cap accounts: * Using Quasi Scientific and Behavioral Risk Profiling * Carefully screening out junk stocks from the investment universe * Properly balancing between Cash holding and Stock position * Appropriate ensuring of Diversification within 5-10 stocks * Timing Leverage in most opportune time and avoiding leverage in downturns * Selection of leverage percentage to avoid Margin calls and Trigger sales * Basing Decisions mostly on Industry and Company research commingled with Technical analysis
Investment Methodology
While selecting stocks, we take into account all available opportunities from an investment view and then invest your money in line with that view. We continue to invest in line with that until new opportunity comes to light which causes us to adjust our view. A fundamental analysis approach is preferred over any technical indicators for primary investment decisions; however technical indicators and previous price history will be used to determine our entry and exit points. We may go for months at a time without altering positions in the account, but sometimes will transact more frequently when the market changes constantly and the market presents what we see as being an opportunity.
BRAC EPL Portfolio Team
We pride ourselves in the customer centricity of our entire sales process and our dedicated team of wealth management professionals. These people help us offer product solutions to you that are appropriate, relevant and based on your profile and need.Our team of Relationship Managers and team of investment specialists are supported by our product research and due-diligence units and a dedicated in house strategist and economist. Our well-trained and accredited Relationship Managers (BRAC EPL internal certifications) help you plan your investments with suitable solutions. In addition, we stay abreast of the latest trends and developments through regular training programs and on-the-job guidance by experienced specialists and trainers.
Who are our Clients?
The Investment solutions provided by BRAC EPL cater to a niche segment of clients. The clients can be Individuals or Institutions entities with high net worth. The offerings are usually ideal for investors: * Who don't have sufficient know how and time to mange portfolios * Who are looking to invest in instruments like Stocks, Bonds, Mutual Funds? * Who desire personalized investment solutions * Who appreciate a high level of service
A sample of our Clients has the followings features: * Average Investment : Taka 1,000,000 * Average Age of Investors: 33 years * Average Monthly Income: taka 55,000 * Average Experience in Capital Market: no experience * Most common Professions: Businessman, Service Holder.
Charges & Conditions: * Minimum Investment Taka 500,000 * Management Fee: 2.5% * Settlement Fees: .35 per 100 trade value * Lock in: 1 year * Availability of Margin: Unconditional and as per SEC directives and client guideline * Margin Interest: 14.00% * Account Opening Fees: Taka 1000 (one off) * Termination Fee: .5%

BRAC EPL Stock Brokerage Ltd.
Introduction

BRAC EPL STOCK BROKERAGE LTD. is one of the first full-service brokerage companies in Bangladesh. On top of our expertise and achievements, we take pride in our strong commitment toward the development of the Bangladesh capital markets. We have unwavering faith in the potential of Bangladesh. We also believe that an efficient, vibrant and transparent capital market canstrongly contributes to the overall development of Bangladesh. Bangladesh is currently at the initial stage of capital market growth, and we are committed to assist the entry of early movers into a growth-oriented, vibrant, nascent emerging market.
BRAC EPL STOCK BROKERAGE LTD. has developed a disciplined approach toward providing capital market services, including securities trading, wealth management and corporate advisory services. The foundation for its business is a strong commitment toward investment research. It hasa research team that is unique in the Bangladesh market.

BRAC EPL Stock Brokerage Limited has membership at both of the country's stock exchanges; the Dhaka Stock Exchange (DSE) and the Chittagong Stock Exchange (CSE).Presently there are 7branches, of which three are located in Dhaka, one in Chittagong, one in Comilla and one in Chowmuhani, and one in Sylhet. BRAC EPL STOCK BROKERAGE LTD.plans to open one branch in Bogra.

About the Sponsors
BRAC Bank Limited is one of the fastest growing banks in Bangladesh. A member of BRAC Enterprises, the Bank operates under a "double bottom line" agenda where profit and social responsibility go together as it strives towards a poverty-free, enlightened Bangladesh. BRAC Bank focuses on pursuing unexplored market niches in the Small and Medium Enterprise Business, which has remained largely untapped. Since inception in July 2001, the Bank's footprint has grown to 100 outlets (branches, SME Service Centers), 429 SME unit offices and 300 ATM sites across the country. Its customer base has expanded to include more than 500,000 deposit accounts and 187,000 advance accounts till December 2008. In the years ahead BRAC Bank expects to introduce many new services and products as well as add a wider network of SME unit offices, Retail Branches and ATMs across the country.
Incorporation and Business Activities
BRAC EPL Stock Brokerage Limited was incorporated in Bangladesh on 16 May 2000 as a private limited company under Act 1994 in the name of Equity Partners Securities Limited, the name of which was changed to BRAC EPL Stock Brokerage Limited on 04 October 2009.

Product & Services
Despite our late start, we always stay in the top five among 250 brokers in the market. With a young but experienced team of traders, we offer the best trade execution to our clients. We offer the following services:

1. Open Beneficiary Accounts (BO) for individuals 2. Provide margin lending 3. Trade for institutional investors, both domestic and international 4. Provide stop-gap liquidity support, especially to foreign institutional investors 5. Assist to create and follow an investment strategy 6. Provide corporate finance advisory services 7. Facilitate investment by the Non-resident Bangladeshis (NRBs)

The Management |
Mr. Mohammed Rahmat Pasha
Managing Director & CEO

Mr. Mizanur Rahman Ms. Nagma Mahmood Ms. Suraiya Zerin ACA Mr. Del Hussain
Chief Operating Head of HR & Head of Finance & Head of International Officer Corporate Affairs Company Secretary Trade & Sales

Mr. Sajid Huq Amit Mr. Mohammad Ariful Ms. Tania Sharmin
Head of Strategic Sales Head of Retail Sales Head of Internal Control

Local Investors
BO A/C Opening
Bangladeshi National 1. A complete set of account opening forms (pdf) 2. Three copy of passport size photograph 3. Copy of bank statement 4. National ID card/Passport/Ward Commissioner's certificate/Employee ID 5. One copy of photograph of Nominee/Authorized/POA

Bangladeshi Institutions 1. A complete set of account opening form (pdf) 2. Copy of Memorandum and Articles of Associations 3. Copy of trade license (if any) 4. Board regulations
Three copy of passport size photograph of authorized person

Depository Services
We extend full depository services that comprise opening and maintenance of BO account, dematerialization and re-materialization of instruments, transfer and transmission of instruments, pledging-unpledging through CDBL.

Trading Services
As we aspire to be one of the leading Brokerages in the country, we have dedicated all our endeavors in developing a solid trading infrastructure. Being founded upon the urge to be the market leader, we have already taken some big strides towards success by establishing spacious trading floor, female trading booths, multiple VIP Trading booths and separate Tele-trading booths.

Margin facility – We also arrange margin facilities for clients by teaming up with BRACEPL Investments. In a nutshell, any investor who wants to trade on margin account can avail the same via BRAC EPL Stock Brokerage Limited.

Institutional help desk - Any institution or large investor can avail customized client service through a separate institutional help desk at BRAC EPL Stock Brokerage Limited.

Tele/E-mail Trading - As it is not always possible for an investor to visit physically and submit his order, we allow placement of order over Phone and via E-mail.

Female trading booth - BRAC EPL Stock Brokerage Limited maintains separate female trading booths to facilitate trading for women investors.

VIP trading Booth - Since institutional investors' need seclusion while making their investment, BRAC EPL Stock Brokerage Limited has established separate VIP Trading booth in every outlet.

Client Services
We believe that "Quality makes a sale but Salesmanship Makes a resale". Holding this belief as the key criterion, we have formed a fine tuned team of customer service that is composed of a group of fresh business school graduates and veteran customer care personnel who are amiable, efficient and receptive to customers' queries.

Fees & Charges 1. BO account opening Charge "Free" 2. Settlement and Transaction costs are inclusive of brokerage commission 3. Brokerage commission: 0.40%

Investment Process Summary
Foreign investors need to fill a Customer Account Information Form with BRAC EPL Stock Brokerage and send the form (hard copy) to the brokerage house, duly filled and signed by authorized personnel, together with photocopy of other required documents. They also need to open a Custodian Account with any custodian bank in Bangladesh. Together with BO account opening, the custodian bank will take care of other account opening, such as Cash Account (or NITA A/C), Securities A/C and F/C Account.
After opening the respective accounts, foreign investors can trade directly with BRAC EPL Stock Brokerage Ltd. They can give buy/sale order to BRAC EPL Stock Brokerage through email and/or fax or through phone. Trade confirmation will be sent to the investors via email and/or fax following execution of the order.
The settlement process - transfer of share and cash - is done mutually by BRAC EPL Stock Brokerage and the custodian bank at DVP (Delivery VS Payment). The settlement period varies with the category of shares - (T+9) days for Z-category shares and (T+3) days for all other categories (A, B, G and N category). However when a stock is traded in the spot market, the settlement period is T+0 day for all categories of share.
From BRAC EPL Stock Brokerage side, there is only one fee/charge - trade commission, set at maximum 1% on total trade value, with prime rates applicable for prime clients. There is no account opening fees or any other fees. Moreover foreign investors will get a number of facilities from BRAC EPL Stock Brokerage which includes top quality research report and proprietary index prepared and maintained by BRAC EPL Research.
Foreign Investors also need to take into account the relevant tax associated with trading in the Dhaka Stock Exchange. Foreign individual investors only need to pay 25% tax on cash dividend, deducted at source. The rate is 20% for institutional investors. Institutional investors are also charged with capital gain tax - 10% is charged on profit portion only, deducted during repatriation of money.

Account Opening
Customer Account Information Form:
Foreign investors need to fill a Customer Account Information Form with BRAC EPL STOCK BROKERAGE LTD. The form is different for individual investors and institutional investors. Foreign investors need to send the form (hard copy) to the brokerage house, duly filled and signed by authorized personnel. They also need to attach photocopy of other required documents (hard copy), stated below:
For institutional investors * A copy of the Memorandum and Articles of Association of the company. * A copy of the Certificate of Incorporation of the company. * A copy of the Authorization/Board Resolution to open and operate the account with us. * A copy of the Authorization/Board Resolution authorizing the executives to operate the account, including their photographs.
For individual investors * Valid passport. * Two colored passport size photograph
For introduction, individual investors have to use lawyers/accountant/auditor or any competent authority as Introducer.
B/O Account Opening:
For BO account opening, foreign investors need to open a Custodian Account with any custodian bank in Bangladesh. Previously, the foreign banks, such as Standard Chartered Bank (SCB) & Hong Kong and Shanghai Banking Corporation (HSBC), were providing custodian services to foreign investors. However BRAC Bank and some of the other local banks are also providing the same service to the investors. Together with BO account opening, the custodian bank will take care of other account opening, such as Cash Account (or NITA A/C), Securities A/C and F/C Account. Following is a list of custodian banks: * BRAC Bank Limited * Hong Kong and Shanghai Banking Corporation * Standard Chartered Bank * Citi NA

Facilities
Research
BRAC EPL Research provides foreign investors with top quality research, including Individual Company Research, Sectoral Report, Comparable Sheets, Macroeconomic Report, Daily Market Update, Weekly Market review and many more.
Management Meeting
BRAC EPL Research team organizes and arranges meeting with the management body of various companies on behalf of foreign institutional investors and prime clients.

BEPL Index
BRAC EPL Research maintains proprietary index of its own to help foreign clients with their investment decision.

Dedicated Traders
Dedicated traders are in place for swift and best execution of buy/sale orders of foreign clients. Necessary compliance is in place to prevent front-running to protect the best interest of our clients.

Fees & Charges
There is only one fee/charge from the brokerage side. Investors only need to pay the trading commission on their buy/sale order. BRAC EPL Stock Brokerage does not charge any account opening fees or any other fees. The commission fee is set at maximum 1% on total trade value with prime rates applicable for prime clients.

IPO Investment
To apply for an IPO, foreign investors need to contact the custodian bank. The custodian bank will carry out the process of applying for IPO allotments.
Following is a list of custodian banks:

* BRAC Bank Limited * Hong Kong and Shanghai Banking Corporation * Standard Chartered Bank * Citi NA

Tax Impact
Cash Dividend 25% (Foreign individual) 20% (Foreign Company)
Capital Gain 0% 0%

Settlement Process
The settlement period varies with the category of shares. For any category other than Z-category, that is A-category, B-category, G-category and N-category, the settlement period is T+3 days (transaction date + three working days) for both buying and selling of shares. For Z-category shares, the settlement period is T+9 days. However when a stock is traded in the spot market, the settlement period is T+0 day for all categories of share. The settlement process is done mutually by the brokerage house (BRAC EPL STOCK BROKERAGE) and the custodian bank at DVP (Delivery VS Payment).

Research Team Mr. Parvez M Chowdhury Mr. Safwan Saad Research Analyst Research Associate
Company
* BANK * CONSTRUCTION MATERIALS * CONSUMER GOODS * FUEL & POWER * ICT * NBFIS * PHARACEUTICALS
Industry
* BANK * CONSTRUCTION MATERIALS * CONSUMER PRODUCTS * FUEL & POWER * MUTUAL FUNDS * PHARMACEUTICALS * TEXTILES
Compsheet
* BANK * CONSTRUCTION MATERIALS * CONSUMER GOODS * FUEL & POWER * ICT * NBFIS * PHARMACEUTICALS
SWOT analysis

SWOT analysis is a management tool used for analyzing the internal and external business environment. A scan of the internal and external environment is an important part of the strategic planning process. Environmental factors internal to the firm usually can be classified as strengths (S) or weaknesses (W), and those external to the firm can be classified as opportunities (O) or threats (T). Such an analysis of the strategic environment is referred to as a SWOT analysis.
The SWOT analysis provides information that is helpful in matching the firm's resources and capabilities to the competitive environment in which it operates. As such, it is instrumental in strategy formulation and selection. The following diagram shows how a SWOT analysis fits into an environmental scan:
SWOT Analysis Framework Environmental Scan | / | \ | Internal Analysis | External Analysis | / \ | / \ | Strengths Weaknesses | Opportunities Threats | | | SWOT Matrix | |

Strengths:
A firm's strengths are its resources and capabilities that can be used as a basis for developing a competitive advantage. Examples of such strengths include: * Patents * Strong brand names * Good reputation among customers * Cost advantages from proprietary know-how * Exclusive access to high grade resources * Favorable access to distribution networks
Weaknesses:
The absence of certain strengths may be viewed as a weakness. For example, each of the following may be considered weaknesses: * Lack of patent protection * A weak brand name * Poor reputation among customers * High cost structure * Lack of access to the best natural resources * Lack of access to key distribution channels
In some cases, a weakness may be the flip side of strength. Take the case in which a firm has a large amount of manufacturing capacity. While this capacity may be considered a strength that competitors do not share, it also may be a considered a weakness if the large investment in manufacturing capacity prevents the firm from reacting quickly to changes in the strategic environment.

Opportunities:
The external environmental analysis may reveal certain new opportunities for profit and growth. Some examples of such opportunities include: * An unfulfilled customer need * Arrival of new technologies * Loosening of regulations * Removal of international trade barriers

Threats:
Changes in the external environmental also may present threats to the firm. Some examples of such threats include: * Shifts in consumer tastes away from the firm's products * Mergence of substitute products * New regulations * Increased trade barriers

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SWOT analysis of BRAC EPL Stock Brokerage Limited

Reference: 1. Book = Management (Griffin). 2. WWW.bracepl.com 3. www.braceplinvestmentltd. 4. www.braceplbrokarageltd. 5. Our Group Leader is an employee of BRAC EPL. 6. Group Data collection.

Prepared By: Easir al Newaz (Arif)
Phone: 01717520085(zero one seven one seven five two zero zero eight five ) e- mail: easirarif@yahoo.com/facebook.com