Company Registration in Bangladesh- An Overview

Aspect Details
Timeline for Company Registration in Bangladesh The timeline for company registration in Bangladesh is 1 to 2 weeks
Benefits of Business Registration in Bangladesh

The list of benefits of company formation in Bangladesh is as follows:

  • Macroeconomic Environment
  • Easy Foreign Ownership
  • Attractiveness for FDI
  • Labour Force
  • Tax Incentives
  • Bangladeshi Economic Zones
  • Suitable Location
  • Free Trade Agreements
Types of structures for business registration in Bangladesh The corporate tax rate in Bangladesh is 27.5%
Minimum Paid-Up Capital for Company Registration in Bangladesh The minimum paid-up capital for company registration in Bangladesh is 1 Taka (BDT 1)
Documents Required for Company Incorporation in Bangladesh

The list of documents required for company incorporation in Bangladesh is as follows:

  • Copy of passport of both shareholders and directors (for foreigners)
  • Memorandum of Association (MoA)
  • Article of Association (AoA)
  • Certificate of Incorporation
  • Shareholders' details and information
  • Business proposed name
  • KYC details of directors
  • Trade license
  • VAT registration certificate
  • Name Clearance
Procedure for Business Registration in Bangladesh

The procedure for business registration in Bangladesh is as follows:

  • Company Name Reservation
  • Document Drafting
  • Corporate Bank Account Setup
  • Document Submission to RJSC
  • Grant of Incorporation Certificate by RJSC
  • Trade License Application
  • Tax Identification Number (TIN) Registration
  • VAT & Other Licenses
How can we help you?

Enterslice can help you with company formation in Bangladesh as given below:

  • Assistance in choosing right business structure
  • Proven Success Rate in Name Reservation with RJSC.
  • 90% Faster Corporate Bank Account Setup
  • 98% Accuracy in Document Filing
  • Compliance with Trade License & Tax Registration
  • 100% End-to-End Support

Business Registration in Bangladesh is Easy with Enterslice

At Enterslice, business registration in Bangladesh is effortless, with fast approvals, seamless compliance, and expert support. Start your business from anywhere, anytime!

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Understanding Company Registration in Bangladesh

If you are an entrepreneur seeking company registration in Bangladesh, you're all set to enter one of the world’s fastest-growing economies, attracting global investors.

With the longest sea beach, the largest mangrove forest, and steady economic growth, Bangladesh offers a cost-efficient, investor-friendly business environment. Most industries welcome foreign investment, except defense, mining, nuclear energy, and forest plantations. This makes Bangladesh a prime hub for international trade and business setup.

Enterslice streamlines business registration in Bangladesh, ensuring a timely and hassle-free process for your business setup dreams.

100% Foreign Ownership

100% Repatriation of Profit

Corporate Income Tax 27.5%

VAT Rate 15%

No local director required

Minimum paid-up capital of BDT 1

20 + Double Taxation Treaties

Duty-free Imports

Opportunities for International Expansion

Types of Structures for Business Registration in Bangladesh

Before initiating the process of business registration in Bangladesh, an applicant must choose the right business structure. Have a look at the types of structures for business registration in Bangladesh-

llc

Private Limited Company (LLC)

In Bangladesh, a private limited company (LLC) is the most preferred choice among medium to large-scale businesses in Bangladesh, offering flexibility and allowing 100% foreign ownership. It limits shareholder liability to the unpaid value of their shares. Key features include a minimum of two and a maximum of 50 shareholders, restrictions on public share subscriptions and share transfers, a minimum paid-up capital of BDT 1, and at least two directors.

plc

Public Limited Company (PLC)

A Public Limited Company in Bangladesh, as per the Companies Act 1994, requires a minimum of seven members and allows public membership. Its shares are registered on a stock exchange and can be freely traded. Notably, there is no maximum limit on the number of members.

Partnership

Partnership

In Bangladesh, partnerships are governed by the Partnership Act, 1932. They can be either a general partnership, where all partners have unlimited liability, or a limited partnership, where at least one partner has limited liability. Partners share profits and losses as per the agreement.

It is one of the significant structures for foreign company registration in Bangladesh.

One-Person Company

One-Person Company

One person company is a type of business structure, where a single individual is a sole shareholder. Meanwhile, the minimum paid-up capital of such a company is BDT 2,500,000.00 only and the maximum is BDT 5,00,00,000 (Five Crore) only. It is one of the known types of business structures for company incorporation in Bangladesh.

Liaison Office

Liaison Office

A liaison office in Bangladesh acts as a prominent channel of communication between the principal business spot or head office overseas as well as entities within Bangladesh. It’s one of the less explored forms of business entities for foreign company registration in Bangladesh.

Branch Office

Branch Office (Foreign Owned)

A branch office in Bangladesh is an extension of a foreign company. While it is not a separate legal entity, it remains under the control of the foreign parent company. It allows 100% foreign direct investment.

Subsidiary Company

Subsidiary Company

A subsidiary company is a legally separate entity controlled by a parent company. Key requirements include a minimum of two shareholders, with 51% to 100% foreign investment permitted.

Joint Stock Company

Joint Stock Company

A joint stock company is one of the business entities for company formation in Bangladesh. The RJSC is responsible for facilitating the Bangladesh joint stock company registration. RJSC keep track of ownership related issues in it.

Eligibility Criteria for Company Incorporation in Bangladesh

Here are the eligibility criteria for company incorporation in Bangladesh:

  • The applicant must be at least 18 years old (both foreign and local).
  • A minimum of two directors (local or foreign) is required.
  • A private limited company must have at least two and no more than 50 shareholders.
  • 100% foreign or local shareholding is allowed in most business sectors.
  • While there is no minimum paid-up capital requirement, the common practice is at least 100,000 BDT (around $1,000).
  • The minimum authorized capital is 1,000,000 BDT (around $10,000).
  • All directors and shareholders can be foreigners.

Benefits of Company Formation in Bangladesh

The list of benefits of company formation in Bangladesh are as follows:

Macroeconomic Environment

Bangladesh, part of the Next Eleven economies, offers political stability, quality education, and a business-friendly environment, attracting new business registrations.

Easy Foreign Ownership

Foreign investors can fully own businesses with no restrictions on appointing directors or shareholders from any country. It is one of the significant benefits of company formation in Bangladesh.

Attractiveness for FDI

Post-pandemic, Bangladesh has shown strong FDI growth, outperforming global trends, making it a promising investment destination.

Labour Force

Bangladesh provides affordable labour for textiles and garments while also investing in skilled workers through the Digital Bangladesh initiative and tech-focused economic zones.

Tax Incentives

Companies enjoy tax exemptions on income, dividends, capital gains, and duty-free imports, benefiting both manufacturing and trade businesses.

Bangladeshi Economic Zones

Special economic zones simplify customs procedures, reducing costs and making business operations more efficient.

Suitable Location

Located along the Bay of Bengal, Bangladesh provides access to key maritime trade routes, serving as a regional trade hub.

Free Trade Agreements

Membership in WTO, IMF, and SAARC enables businesses in Bangladesh to export goods easily and cost-effectively.

Procedure for Business Registration in Bangladesh

The step-by-step procedure for business registration in Bangladesh are as follows:

Choose your Business Structure

Select your business structure as per your requirements. For global entrepreneurs, LLC is the most preferred business entity.

Company Name Reservation

Get Name Clearance from the Registrar of Joint Stock Companies and Firms (RJSC).

Corporate Bank Account Opening

Foreign shareholders must open a corporate bank account with a Bangladesh Schedule Bank and deposit the minimum paid-up capital.

Document Submission to RJSC

Submit required documents (Form X11, MoA, AoA, passport copies) via RJSC’s portal. Pay the registration fees to receive the Certificate of Incorporation.

Grant of Registration Certificate by RJSC

The RJSC issues a certificate of company registration in Bangladesh after verifying the documents.

Trade License Application

Obtain a trade license from the local city corporation and operate business within the country.

TIN, BIN & VAT Registration

Register for TIN and BIN with the National Board of Revenue (NBR). Companies with a turnover over 30 lakh Taka must register for VAT.

Documents Required for Company Registration in Bangladesh

The list of documents required for company registration in Bangladesh are as follows:

Copy of Passport of both Shareholders and Directors (For Foreigners)

KYC Details of Directors

KYC Details of Shareholders

Memorandum of Association (MoA)

Article of Association (AoA)

Shareholders' Details and Information

Business Proposed Name

Trade License

VAT Registration Certificate

Name Clearance

Compliances Post Business Registration in Bangladesh

The list of compliances post-business registration in Bangladesh is as follows:

  • TIN Certificate :- All businesses in Bangladesh must obtain a Tax Identification Number (TIN) from the Deputy Commission of Taxes, Company Circle, Zonal Taxation Department.
  • Trade License :- A trade license from the local government is mandatory after company registration.
  • VAT Registration Certificate :- Businesses must secure a VAT registration certificate from the Customs, Excise, and VAT Commission under the National Board of Revenue.
  • Fire Certificate :- Issued under the Firefighting Act 2003, this certificate ensures compliance with fire safety regulations.
  • Environmental Clearance Certificate :- Companies handling hazardous materials must obtain this certificate to meet environmental safety standards.
  • Annual Return :- The Annual General Meeting must be held each calendar year. This AGM meeting must be held within 18 months of company incorporation after which no more than 15 months can be elapse between one AGM and the next.
  • Regular Return :- If there arises any change in the board of directors or the shareholding structure or any other change, a relevant return must be filed with RJSV within stipulated time.

Talk to Enterslice consultants, and let us help you overcome the challenges with minimum effort.

Taxation System for Company Formation in Bangladesh

The taxation system for company formation in Bangladesh is as follows:

  • The Corporate Income Tax (CIT) rates in Bangladesh are 22.5% or 25% for public traded companies (with exceptions) and 27.5% for non-publicly traded companies (with exceptions).
  • The Standard VAT rate is 15%
  • The Withholding tax rate is 20 or 30%
  • The Capital gains tax rate is 15%
  • Custom duty tax is also imposed on imported goods.

Profitable Ideas for Online Company Registration in Bangladesh

The list of profitable ideas for online company registration in Bangladesh is as follows:

Ideas for Company Formation in Bangladesh

  • Tea Processing and Packaging
  • Sugarcane Juice Preservation
  • Tobacco Cultivation and Processing
  • Disposable Paper Plate
  • Banana & Its Buy-Products

Ideas for Business Registration in Bangladesh

  • Agriculture Sector
  • Transportation Sector
  • Power and Energy Sector
  • Textile Industry
  • Jute Sector

Requirements for Online Company Registration in Bangladesh

The list of requirements for online company registration in Bangladesh are as follows:

  • Minimum paid-up capital of BDT 1
  • A private limited company registration in Bangladesh must have minimum 2 shareholders and directors (both local and foreigners are eligible)
  • After obtaining business registration in Bangladesh, company must apply for trade license as per the specific industry requirement for smooth business operations.
  • A company in Bangladesh must have a registered local office address.
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Why Trust Enterslice for Company Registration in Bangladesh?

Enterslice is Asia’s leading business consulting company, helping entrepreneurs register, run, and grow their businesses in Bangladesh. Our experts hold more than 10 years of experience in company registration in Bangladesh. If you wish to give wings to your entrepreneurial dreams in Bangladesh, you are at the right place. Given below are the reasons for online company registration in Bangladesh-

  • Empowered 500+ Entrepreneurs with Company Registration in Bangladesh
  • In-depth Understanding of the Laws of Bangladesh for Company Formation in Bangladesh
  • 10+ Years of Experience in Company Incorporation in Bangladesh
  • Documentation Support for Online Company Registration in Bangladesh
  • End-to-end Assistance in Company Formation in Bangladesh
  • Saved 12 Lakh+ Hours of Global Entrepreneurs
  • We Visit Govt Office and Do all Formalities on your Behalf
  • Transparent Pricing Model, Zero Hidden Cost
  • Assistance in TIN Registration
  • Expert Support in VAT Registration

FAQs for Online Company Registration in Bangladesh

Yes, a physical office is required to proceed with the foreign company registration in Bangladesh.

A minimum of two members is required for company registration in Bangladesh. However, the maximum number of shareholders is 50.

Yes, 100% of foreign investment and ownership is allowed for most business sectors in Bangladesh.

The types of business structures for company formation in Bangladesh are Private Limited Companies, Public Limited Companies, Subsidiary Companies, Branch offices, etc.

Dhaka is the ideal location to start a company in Bangladesh, with the highest number of company registrations.

Yes, Bangladesh is a startup-friendly nation due to its welcoming atmosphere for businesses to develop, making it accessible to global entrepreneurs and companies to set up in Bangladesh.

The major benefits of doing business in Bangladesh are the cheap cost of skilled and non-skilled labourers, low cost of living, macroeconomic environment, easy foreign ownership, attractiveness for FDI, labour Force, tax Incentives, Bangladeshi economic zones, suitable location, free trade agreements.

One can register a company in Bangladesh by first obtaining a name clearance, followed by opening a bank account and submitting documents on the RJSC official website.

The most profitable business in Bangladesh is the textile or garment industry.

Some of the common challenges faced by businesses in Bangladesh are bureaucratic hassle, the nation's low-income capacity, restrictions on imports, scarcity of reserved natural resources, and lack of financial support.

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