Company Incorporation in Bangladesh
Why Incorporate in Bangladesh?
Bangladesh has become a thriving hub for business incorporation, thanks to its competitive business environment, low labor costs, abundant natural resources, and favorable policies for foreign investment. Coupled with its strategic geographical location, the country is attracting both local entrepreneurs and international investors.
If you’re considering starting a business in Bangladesh, understanding the legal and procedural requirements is essential. In this guide, we’ll walk you through the step-by-step process of registering a private limited company in Bangladesh, covering everything from legal compliance to post-registration obligations.
Step-by-Step Guide to Private Limited Company Registration
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Step 1: Name Approval
- Apply online through the RJSC portal.
- Ensure the name is unique and adheres to regulations.
- The clearance certificate is valid for 30 days.
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Step 2: Drafting Legal Documents
- Prepare essential documents like MOA and AOA.
- Complete key forms: Form I, VI, IX, and XII.
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Step 3: Open a Bank Account
- Deposit the initial capital.
- Obtain an Encashment Certificate, mandatory for registration.
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Step 4: Equity Remittance (For Foreign Investors)
- Foreign shareholders must remit share subscription funds.
- Ensure funds are verified through the Encashment Certificate.
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Step 5: Online Submission to RJSC
- Submit all required documents through the RJSC portal.
- Receive Incorporation Certificate and certified copies of the MOA, AOA, and Form XII.
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Step 6: Post-Registration Licenses
- Obtain Trade License, Tax Identification Number (E-TIN), VAT Registration, etc.
Bangladesh’s pro-business environment and straightforward company registration process make it a compelling choice for entrepreneurs and investors.
Benefits of a Private Limited Company
- Separate Legal Entity: The company exists independently of its shareholders.
- Limited Liability: Financial risk for shareholders is limited to their investment.
- Perpetual Succession: Continues to operate regardless of ownership changes.
- 100% Foreign Ownership: Encourages international investment.
- Ease of Share Transfer: Simplifies the addition of new shareholders.
Compliance and Liabilities
A private limited company must adhere to specific compliance obligations:
- Annual General Meeting (AGM): Mandatory for reviewing operations.
- Financial Reporting: Annual audited accounts are required.
- Tax Filings: Submit income tax returns yearly.