How to open a company in Bangladesh

Opening a company in Bangladesh involves several steps, and it’s important to follow legal procedures and comply with local regulations. Here’s a detailed guide on how to open a company in Bangladesh:

Step-by-Step Guide to Open a Company in Bangladesh:

1. Choose the Type of Company:

   • Decide on the type of company you want to establish (e.g., Private Limited Company, Public Limited Company, Branch Office, Joint Venture).

2. Company Name Reservation:

   • Choose a unique name for your company and check its availability.
   • Submit the proposed name to the Registrar of Joint Stock Companies and Firms (RJSC) for approval.

3. Draft Memorandum and Articles of Association:

   • Prepare the Memorandum of Association (MOA) and Articles of Association (AOA) which define the company’s objectives, rules, and regulations.
   • These documents must be signed by the shareholders and directors.

4. Statutory Declaration and Forms:

   • Prepare and submit the necessary forms provided by RJSC.
   • This includes forms for incorporation, declarations from directors and shareholders, and other required documents.

5. Payment of Registration Fees:

   • Pay the applicable registration fees to RJSC.
   • Fees vary based on the authorized capital of the company.

6. Obtain Certificate of Incorporation:

   • Once the documents are submitted and verified, RJSC will issue the Certificate of Incorporation.
   • This is the official document stating that your company is registered under the Companies Act.

7. Tax Registration:

   • Register for tax identification number (TIN) with the National Board of Revenue (NBR).
   • Obtain VAT registration if applicable.

8. Open a Bank Account:

   • Open a corporate bank account in Bangladesh with any scheduled bank.
   • Deposit the initial capital as mentioned in the MOA.

9. Obtain Trade License:

   • Apply for a trade license from the local City Corporation or Municipality where your business will operate.
   • Provide necessary documents such as the Certificate of Incorporation, MOA/AOA, lease agreement for office space, etc.

10. Compliance with Labor Laws:

    • Register with the Department of Labor for employee-related compliance.
    • Prepare employment contracts and comply with local labor laws.

11. Environmental Clearance (if applicable):

    • Obtain clearance from the Department of Environment if your business activities have environmental implications.

12. Foreign Investment Approval (if applicable):

    • For foreign investors, obtain necessary approvals from the Bangladesh Investment Development Authority (BIDA) or relevant authorities.

Additional Considerations:

• Sector-specific Regulations: Certain sectors (e.g., banking, insurance, telecommunications) have specific regulatory requirements. Ensure compliance with sector-specific regulations.

• Legal Advice: Consider seeking legal advice from a local lawyer or consultancy firm specializing in company registration to ensure all legal requirements are met.

• Timeline and Costs: The process typically takes a few weeks to a couple of months, depending on the complexity and compliance requirements. Costs include registration fees, legal fees, notary fees, and other operational expenses.

Conclusion:

Opening a company in Bangladesh involves navigating through various legal procedures, obtaining necessary approvals, and ensuring compliance with local laws and regulations. Engaging with local professionals who understand Bangladeshi business laws can streamline the process and ensure successful company incorporation.