Incorporate your company in Bangladesh
Company Incorporation in Bangladesh
It is effortless to register a company in Bangladesh if you are acquainted with the necessary procedures. Therefore, it is advantageous to retain the services of company registration consultants in Bangladesh in order to streamline and expedite this procedure. By placing Company Law Firm in Bangladesh Consultants in charge of this, you will have the ability to allocate your time and effort towards other critical facets of your organisation.
Our lean-and-mean approach guarantees that our team of experts will deliver a seamless experience to you during the entire process of registering a company in Bangladesh. Our overarching objective is to ensure that your organization is fully operationalized within the designated time period. Subsequently, Company Law Firm in Bangladesh Consultants will ensure that your organization maintains local regulatory compliance.
Our service bundle comprises all the necessary components for conducting business in Bangladesh:
- Registration of a business entity with the Registrar of Joint Stock Companies and Firms
- Secretary of the local company and registered address
- Establishing a domestic or foreign corporate bank account
- Regulate taxation
- Services in annual accounting and taxation
Preface to the incorporation of your company in Bangladesh:
A significant number of international investors opt to finalize the registration process for limited liability or joint stock companies in Bangladesh owing to the country’s advantageous geographical position and cost-effective labor force. In addition to its competitive production costs, Bangladesh has consistently ranked highly as a preferred destination for establishing a business.
Foreign investors are permitted to establish a new company in Bangladesh with the Registrar of Companies in accordance with the Bangladesh Companies Act of 1994. Indeed, proprietorship company registration in Bangladesh has become increasingly streamlined in recent years, attributable to the government’s endeavors to implement a multitude of processes that streamline incorporation procedures. Commencing operations in Bangladesh is presently a faster and less cumbersome process.
When can I anticipate commencing operations?
How to register a company in Bangladesh and the relevant timeline:
Within two weeks, Company Law Firm in Bangladesh Consultants will have completed the necessary steps to register the company in Bangladesh. We will assist you with the company name registration process in Bangladesh once we have received the necessary due diligence documents from the directors and shareholders. This will involve conducting a Bangladesh company search to verify the availability of your preferred name and preparing the incorporation documents required to finalize the name clearance application.
You are able to finalize the establishment process without having to physically visit Bangladesh, as both foreign company registration in Bangladesh and corporate bank account opening can be accomplished through the online business registration platform in Bangladesh.
Following the successful incorporation of your Bangladesh entity, the corporate documents will be couriered to the address of your choosing. The Certificate of Incorporation, Articles and Memorandum of Association, and the RJSC-certified copy will comprise the documents.
If necessary, the legal team at Company Law Firm in Bangladesh Consultants will also prepare your application for a business license in Bangladesh.
Once your organization has been registered, the banking team at Company Law Firm in Bangladesh Consultants will initiate the process of opening a corporate bank account in Bangladesh. We can also establish offshore corporate bank accounts overseas, contingent upon the characteristics of your organization and its long-term objectives. Foreign entities require the bank to subsequently issue an encashment certificate, which is necessary for the incorporation of the company in Bangladesh. This procedure will require around four weeks to complete following the conclusion of the company registration.
You can anticipate the complete establishment of your firm and the opening of a corporate bank account within six weeks of our engagement. The Chartered Accountants at Company Law Firm in Bangladesh Consultants will subsequently be able to aid you in acquiring your VAT registration number and any other essential tax identification numbers.
For those interested in acquiring further knowledge, Company Law Firm in Bangladesh Consultants has compiled an exhaustive exposition detailing the sequential procedures entailed in the establishment of a company in Bangladesh.
Diverse business categories that exist in Bangladesh.
In Bangladesh, numerous types of business ownership exist. It is crucial to select the one that best aligns with the requirements and long-term objectives of your organization. After being retained, Company Law Firm in Bangladesh Consultants will comprehensively analyze your needs and suggest the most suitable entity on your behalf. Foreign investors will typically elect to establish a Limited Liability Company (LLC) in Bangladesh.
An additional prevalent choice entails the establishment of a joint-stock company in Bangladesh.
Private Limited Company in Bangladesh
A Bangladesh Limited Liability Company (LLC), alternatively referred to as a separate entity from its shareholders and proprietors, is regarded as such. To put it simply, the organization possesses an independent legal personality. Consequently, directors shall not bear personal liability for any liabilities or debts that the company may incur.
The liability of the directors and shareholders shall be limited to the amount of liability insurance that is declared. These corporations offer various membership tiers, each endowed with distinct privileges, authorities, and responsibilities. In general, the maximum number of members permitted is between two and fifty.
It is mandatory to have a minimum of two directors, both of whom must be 18 years old and devoid of any prior bankruptcy or criminal record. Directors are not subject to any restrictions regarding nationality or residency.
You can safeguard your personal assets while avoiding the expense and complexity associated with corporations by establishing a Bangladesh LLC. Company Law Firm in Bangladesh Consultants will provide comprehensive assistance throughout the private limited company registration process in Bangladesh, upon engagement.
PLC (Public Limited Company) of Bangladesh
The Dhaka Stock Exchange, which serves as the Bangladeshi Securities Market, has the authority to list or delist publicly traded companies. Their primary function is the issuance of public debentures and shares.
As a bare minimum, Bangladeshi legislation mandates the presence of three directors.
In contrast to an LLC, the public limited company registration procedure is finalized subsequent to the acquisition of the Certificate of Commencement of Business.
Branch office registration in Bangladesh
Investors desiring to expand the operations of a foreign company into Bangladesh may find it prudent to contemplate the establishment of a branch office in Bangladesh. As an alternative to registering a Bangladesh limited liability company (LLC), a branch office may conduct business operations upon receiving authorization from the Bangladesh Investment Development Authority. You will have the authorization to engage in domestic trade and transactions while conducting business operations within the nation.
A branch office is typically required to appoint a statutory auditor to conduct quarterly account statements of remittances and audit its financial statements.
Representative Place of Employment
Alternatively referred to as a liaison office, this legal entity is subject to limitations on the types of operations it may perform. Primarily, they are authorized to acquire and distribute business information and to serve as intermediaries or coordinators between the principal and local agents.
Nevertheless, they will be prohibited from engaging in routine commercial operations, including but not limited to importing and exporting merchandise, leasing office space, and purchasing real estate. As a result of this restriction, they will be deprived of any means of garnering income locally. It is the responsibility of the foreign parent company to bear all expenses.
Additionally, you should specify that your foreign parent company is culpable for all debts and liabilities under this business entity. The registration process for a representative office is identical to that of a branch office: it is administered by the Bangladesh Investment Development Authority.
Doing a subsidiary firm in Bangladesh
This particular form of Limited Liability Company operates autonomously from its parent organization. Liability of the parent company is limited to its proportionate shareholding.
This form of entity requires the presence of a minimum of two directors and two shareholders, who may be natural persons or corporate entities, of any nationality. A maximum of fifty shareholders is permitted. Furthermore, complete foreign ownership is permissible, with a minimal paid-up capital requirement of $1.
How does one establish a company in Bangladesh?
Step 1: First, select the most advantageous business structure.
Before forming a corporation, it is critical to select the appropriate corporate structure. Company Law Firm in Bangladesh Consultants will assist you in determining which business entity best meets your requirements. The most prevalent form of corporate entity in Bangladesh is the limited liability company (LLC), alternatively referred to as a company limited by shares.
Step 2: Second step is to reserve the company name.
Company Law Firm in Bangladesh Consultants will conduct a name clearance inquiry and registration with the Registrar of Joint Stock Companies and Firms (RJSC) on behalf of your organization.
Our staff will hold a one-month reservation for the name of your company.
Step 3: Submission and preparation of pertinent documents
Company Law Firm in Bangladesh Consultants shall aid in the compilation of essential corporate documentation, including but not limited to the Memorandum and Articles of Association (MOA/AOA), copies of shareholders’ passports, and Form X11.
Company Law Firm in Bangladesh Consultants shall aid in the affiliation of your organization with the RJSC subsequent to the receipt of the requisite documentation.
After the registration of your company is completed successfully, you will receive a Certificate of Incorporation along with the approved Memorandum of Association and Articles of Organization.
Contrarily, Company Law Firm in Bangladesh Consultants will provide assistance in the registration process for a representative office or branch office with the Bangladesh Investment Development Authority (BIDA).
Step 4: Application for a trade license
To conduct business in Bangladesh, a trade license is an absolute necessity for all organizations.
Company Law Firm in Bangladesh Consultants shall aid your organization in the process of submitting an application to the City Corporation of the province in which it operates for a trade license.
The form of business activity undertaken by your organization will determine whether you submit an application for a manufacturing license, commercial license, or general trade license.
Step 5: Registration for taxes
Company Law Firm in Bangladesh Consultants shall proceed with the completion of the tax registration application for your company by submitting applications to the National Board of Revenue (NBR) for a tax identification number (TIN number) and business identification number (BIN).
The utilization of the TIN number enables the organization to remit corporate income tax payments, whereas the BIN number facilitates the payment of value-added taxes (VAT). VAT is a mandatory payment for businesses with an annual revenue exceeding 30 Lakhs taka.
After completing the tax registration process, Company Law Firm in Bangladesh Consultants will persist in providing support to ensure that your organization fulfills its yearly accounting and tax responsibilities.
Step 6: Establishing a corporate bank account
Company Law Firm in Bangladesh Consultants will facilitate the process of document consolidation and the establishment of a corporate bank account with a bank of your preference that is widely recognized for its integrity.
In general, there is no mandatory travel to Bangladesh for directors and shareholders in order to establish a corporate bank account. Nevertheless, should travel be necessary, a representative will be present to accompanies you to the bank meeting. In contrast, our team shall negotiate with the institutions in an effort to substitute a conference call or obtain a waiver.
After the bank account has been opened successfully, Company Law Firm in Bangladesh Consultants will deliver the internet banking token and access credentials to the address of your choosing via courier.
Advantages and disadvantages of registering a business in Bangladesh
Pros and cons of registering a company in Bangladesh
The World Bank Group’s Doing Business 2020 study concludes that Bangladesh has risen from 176th to 168th place in the global ease of doing business classification, thereby fostering a business-friendly environment.
As per the 2019 Global Corruption Perception Index, Bangladesh is positioned at the fourteenth rank in terms of corruption severity among nations.
The stringent persecution of political dissidents affiliated with the governing Awami League in Bangladesh is further evidence of the nation’s political instability.
The economics behind your company in Bangladesh
Labor costs in Bangladesh are among the most affordable in Asia. Monthly wages for Bangladeshi garment laborers range between $70 and $100 on average. If you therefore intend to establish a labor-intensive enterprise, Bangladesh could be the ideal location.
The World Economic Forum reports that Bangladesh’s economy is expanding rapidly. Predictions indicate that Bangladesh will maintain a consistent rate of GDP expansion.
Although Bangladesh is anticipated to experience economic expansion, inadequate infrastructure continues to impede progress and hinder the enhancement of the country’s business environment.
Concurrent Social standings
The World Bank reports that Bangladesh has been progressively advancing in its efforts to alleviate poverty. Bangladesh underwent a notable poverty reduction of 14.8% between 1991 and 2016.
As per the United Nations Educational, Scientific and Cultural Organisation, the literacy rate among individuals aged 15 years and older in Bangladesh stands at 73.91% in 2018.
Bangladesh designates Bengali as its official national language. As per the Education First English Proficiency Index, Bangladesh occupies the 71st position out of a possible 100 countries. Potentially inconvenient communication and transactional experiences with the local government and institutions may ensue as a consequence.
Technological in nature
Bangladesh, as reported by the Oxford Internet Institute, ranks as the second most significant provider of online labor. This exemplifies the swift digitalization and advancements of the nation within a digital economy.
Bangladesh is establishing itself as a regional IT center. Constantly, tech industry behemoths are establishing themselves as tech companies in Bangladesh. This also includes numerous software firms, including Data Soft, BASIS, and others.
The absence of adequate infrastructure, including a reliable power supply, could impede Bangladesh’s burgeoning technology sector.
Legal Side of things:
Business regulations in Bangladesh are continuously evolving to conform to global benchmarks. This encompasses the augmentation and enhancement of the legislation pertaining to money trafficking and intellectual property in Bangladesh.
Although the judiciary is purportedly independent, significant authority over judiciary appointments remains with the executive branch. The judiciary and executive branch are also intricately intertwined. Because of this, Bangladeshi legal decisions might not always be equitable and just.
The judicial system in Bangladesh is notoriously sluggish and frequently encounters protracted delays. Because of these delays, there is a significant accumulation of cases. Thus, in the event that a commercial dispute does arise, these delays could prove to be inconvenient.
Regarding the environment
Constantly, the Bangladeshi government implements novel environmental policies. This includes the Safe Access to Fuel and Energy Plus Livelihoods initiative, which provides more employment opportunities in Bangladesh and alleviates deforestation concerns.
Poverty and overpopulation have adverse environmental consequences in Bangladesh. Multiple environmental problems have resulted from the implementation of unsustainable practices in Bangladesh. This includes depletion of natural resources and environmental degradation.
As per the Enhancing Opportunities for Clean and Resilient Growth in Urban Bangladesh: Country Environmental Analysis 2018 Report, Bangladesh has incurred a substantial annual expenditure of $6.5 million due to pollution and environmental degradation concerns. This accounts for approximately 3.4% of the 2015 Bangladeshi gross domestic product.
In search of alternatives to company registration in bangladesh?
Foreign investor proprietors who desire to conduct business in Bangladesh but are unable to register a Bangladesh entity within the jurisdiction may also contemplate alternative courses of action.
One potential strategy is to establish a franchise in the jurisdiction, wherein you can collaborate with Bangladeshi promoters on brand promotion activities for a fee or with their authorization. This may still contribute to the expansion of your company even if you do not conduct business in the jurisdiction directly.
Additionally, you may establish a branch office or representative office. In order to engage in commercial activities in Bangladesh, a branch must obtain authorization from the BIDA and strictly adhere to the local Exchange Control Guidelines.
Additionally, a representative office may operate in Bangladesh, but it is forbidden to benefit from locally sourced goods and must obtain BIDA approval before commencing operations there. In addition to coordinating and liaising between the principal and local agents, it is responsible for gathering and distributing business information. The incorporation prerequisites for a branch office representative have been described in detail previously.
Discover additional details.
For further information on how to register a company in Bangladesh, please contact us. Our expert team will provide a response within twenty-four hours.
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