Company incorporation FAQ in Bangladesh

Frequently Asked Questions on Company Incorporation in Bangladesh

  1. What are the different types of companies I can incorporate in Bangladesh?

The most common types of companies for foreign investors are:

Private Limited Company (PVT LTd): This is the most popular choice, offering limited liability protection for shareholders.

Public Limited Company (PLC): This allows public trading of shares, but has stricter regulations.

Limited Liability Company (LLC): Similar to a PLC but with more flexibility in internal governance.

Representative Office: This is a liaison office for foreign companies, but cannot conduct business directly.

  1. What are the minimum requirements for incorporating a company in Bangladesh?

Minimum of two shareholders and directors (at least one resident director for foreign companies).

Minimum share capital (usually symbolic, 1 Taka per shareholder).

Registered office address in Bangladesh.

  1. What is the process for incorporating a company in Bangladesh?

The general steps involve:

Name clearance: Checking for name availability with the Registrar of Joint Stock Companies and Firms (RJSC).

Preparing documents: Drafting the Memorandum of Association (MoA) and Articles of Association (AoA).

Opening a bank account (for foreign companies): Depositing the paid-up capital in a temporary Bangladeshi bank account.

Submitting information and documents electronically to the RJSC.

Verification and incorporation: Receiving the official Incorporation Certificate from the RJSC.

  1. Do I need any additional registrations after incorporation?

Yes, depending on your business operations, you might need:

Trade License: Obtained from your local City Corporation or District Council.

Tax Identification Number (TIN): Registered with the National Board of Revenue (NBR).

VAT Registration: Required if your annual turnover exceeds the threshold.

  1. Can I use a nominee director service?

Yes, foreign companies can use nominee director services to fulfill the resident director requirement.

  1. How long does it take to incorporate a company in Bangladesh?

The process typically takes 3-4 weeks, subject to verification by the RJSC.

  1. What are the costs associated with company incorporation?

Costs include government fees, legal fees (if using a lawyer), and nominee director service fees (if applicable).

  1. Do I need a lawyer to incorporate a company in Bangladesh?

While not mandatory, using a lawyer can ensure smooth processing and compliance with regulations.

  1. What are some resources for learning more about company incorporation in Bangladesh?

Registrar of Joint Stock Companies and Firms (RJSC) website: https://roc.gov.bd/

National Board of Revenue (NBR) website: https://www.nbr.gov.bd/

Bangladesh Investment Development Authority (BIDA) website: https://www.bida.gov.bd/