The Foodpanda case turns on a slip of paper every supplier in Bangladesh signs and nobody keeps

Behind the warrants, the magistrate and the High Court bail, the Foodpanda case is an argument about paperwork — specifically about a document called a Return to Vendor slip, and about what a large buyer may subtract from what it owes a small seller. That argument is not unique to one company. It is the everyday mechanics of quick commerce in Bangladesh, and most suppliers here are exposed to it.

The allegations in the case are unproven and contested, and the company says the dispute is commercial and that it is the one owed money. What follows is not about who is right. It is about how this part of the business works, and why it produces disputes that are so hard to settle.

How the money is supposed to flow

A quick-commerce operator issues a purchase order to a supplier. The supplier delivers to a dark store or warehouse, and someone there signs a goods received note. At the end of an agreed cycle the operator pays the invoice, minus whatever the contract allows it to deduct.

Three things can reduce the payment, and all three are legitimate in principle:

1. Returns. Goods that arrived damaged, short-dated or wrong are sent back, recorded on a Return to Vendor slip, and taken off the invoice.
2. Trade deductions. Listing fees, promotional contributions, advertising and shelf-share arrangements, where the contract provides for them.
3. Statutory deductions. VAT and source tax, where the buyer is required to withhold.

Where it breaks

Every one of those three is a place where a supplier's expected payment and the buyer's calculated payment can diverge — and the supplier usually finds out weeks later, from a remittance advice, by which time the goods are gone.

Returns are the weakest link because the paperwork is created at the buyer's premises, by the buyer's staff, often at several locations at once, and the supplier is rarely present. A return slip the supplier never saw, signed by someone the supplier cannot identify, is very difficult to challenge after the fact. The complaint in this case alleges exactly that pattern — returns recorded with signatures of people the complainant says do not exist. The company rejects the characterisation entirely and says two police reports found no criminal element.

Trade deductions break differently: they are often agreed verbally or by email with a category manager, then applied at a rate or frequency the supplier did not expect. Statutory deductions break when the rate applied is wrong or when the supplier never receives the withholding certificate they need to claim credit.

What a supplier can actually do

None of this requires a lawyer to start. It requires being the party with better records.

1. Make the contract list every deduction head that may ever be applied, with a rate or a cap for each. If a head is not on the list, it cannot be taken. This single clause prevents most disputes.
2. Keep your copy of the goods received note for every delivery, signed and dated, with the receiver's name legible. Photograph it before you leave the dark store.
3. Insist on a named list of people authorised to sign returns, and that returns be notified to you within a fixed window — 48 hours is normal — with a photograph of the goods. A return you learn about only on the remittance advice should be contractually invalid.
4. Reconcile monthly, in writing, and send the statement to the buyer even when they do not ask. An unanswered reconciliation e-mail is evidence; a phone call is not.
5. Get the VAT and tax withholding certificates each cycle rather than at year end.
6. Watch your own exposure on cheques. A security cheque handed over at the start of a supply relationship can become a criminal matter for you under section 138 of the Negotiable Instruments Act if it is later presented and bounces. The company in this case says dishonoured cheques issued by the complainant are part of the dispute.

The gap this sits in

Bangladesh has built consumer-facing rules for digital commerce since 2021 — the digital commerce guidelines, escrow for consumer payments, a complaints route through the consumer rights directorate. Almost none of that reaches the business-to-business side. A small vendor supplying a platform is not a consumer, has no escrow, no regulator to complain to, and a civil suit that could outlast the business.

That is why these disputes keep arriving in criminal courts, and it is the same gap that was visible five years ago when suppliers asked where the money had gone at Evaly and weak enforcement was eroding trust in the whole sector. The platforms have professionalised a great deal since then. The supplier's paperwork has not, and it is still the supplier who carries the risk of that.

Our report on the warrants is here, and an explainer on what an arrest warrant means at this stage is here.