BANGLADESH Law and Practice Contributed by: A B M Nasirud Doulah and Amina Khatoon, Doulah & Doulah
among other things, to investigate any combi - nation, either on its own motion or following a complaint from a third party. Statutory and regu - latory authorities can seek a reference from the Commission to determine whether a proposed combination is anti-competitive. The Commis - sion will issue its decision within 60 days. The Commission is yet to quantify the meaning of “significant adverse effect” and the relevant thresholds for mandatory approval. Until these rules have been set out, the Commission enjoys the discretion to decide on the possible effects of any combination. If, during or after comple - tion of an investigation, the respondent, the Commission and the complainant agree on the terms of an appropriate order, the Commission will confirm the agreement as a consent order, subject to: • publication of the order in the Official Gazette within seven working days for comments within a period of 30 days; • the Commission receiving, reviewing and hearing representations from third parties with material interest; • the consent order being made as agreed and proposed with or without changes; and • the Commission’s refusal to issue the order if additional information warrants this. On a separate note, in the telecoms sector a company is considered to have significant mar - ket power when it holds 40% or more of sub - scriber, revenue or spectrum shares. 2.5 Labour Law Regulations The key employment law statute is the Labour Act 2006 (the “Labour Act” ) in Bangladesh read with the Bangladesh Labour Rules 2015 (the “Labour Rules” and together with Labour Act, the “Labour Regulations” ). “worker” is defined as
any person, including an apprentice, employed in any establishment or industry (either directly or through a contractor) to do any skilled, unskilled, manual, technical, trade, promotional or clerical work, for hire or reward. Employees working in administrative, managerial or supervisory posi - tions are regarded as “non-workers” and their employment is subject to mutual agreement. There are no statutorily prescribed consultation or consent requirements under the Bangladesh Labour Regulations for undertaking a restructure such as an M&A deal unless so specified in any collective agreement. However, from a local per - spective, employees generally seek provisioning of their accruals of various benefits before such change in control. When an amalgamation or transfer of undertak - ing takes place as per Section 229 of the Com - panies Act, 1994, where the whole or any part of the undertaking and the property of any com - pany concerned is to be transferred to another company, liabilities are also transferred with such transfer and generally include employ - ees unless otherwise agreed among the parties and so ordered by the court. However, even in such transfer of undertaking, employees are not protected against dismissal unless otherwise agreed or ordered by the court. For workers the Labour Act has established two forms of redun - dancy as follows: • retrenchment – means the termination of services of workers by the employer on the grounds of redundancy; and • lay-off – means the failure, refusal or inabil - ity of an employer to give employment to a worker on account of shortage of coal, power or raw material or the accumulation of stock or the break-down of machinery.
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