Foreign Company Formation Bangladesh: foreign investor 100% ownership is allowed An entrepreneur has to follow nine specific procedures and legal steps to set up a business in Bangladesh. At the very first, the entrepreneur has to apply to the Registrar of Joint Stock Companies and Firms (RJSC) for Name Clearance Certificate. After receiving the certificate, the next step is to pay stamp duty at a Designated Bank and again apply to RJSC for registration. Then the company makes a seal and open a bank account and then apply for trade license to respective City Corporation or Municipal Corporations. After completing all those procedures, the entrepreneur has to approach to the National Board of Revenue (NBR) for receiving a TIN Certificate and registering with the Customs, Excise, and VAT Commissionerate. Finally, the investor requires to apply to the Bangladesh Investment Development Authority (BIDA) for registration.
Name Clearance Approval for Foreign Company Formation
The first step is to apply to the Registrar of Joint Stock Companies and Firms (RJSC) for receiving a name clearance approval for Foreign Company or any Company. This is a pre-requisite for registration of a new company (other than Foreign Company and Partnership firms) or a society or a trade organization. An applicant needs to apply via the RJSC website. The RJSC office will check the database and issue name clearance if it does not closely match or resembles any of the existing names. It will be valid for the next 30 days. An applicant will have to apply for registration within this timeline.
Legal Basis of the Certificate, the Companies Act- 1994 Responsible Agency, Registrar of Joint Stock Companies and Firms (RJSC)
Process Step for Foreign Company
Required Documents
PROCEDURE 02: Pay Stamp Duty at a Designated Bank
Payment of stamp duty is made to the account of the Treasury at the EBL and One Bank. According to the Stamp Act, 1899 as amended on June 30th, 2020, for authorized share capital of up to BDT 1,000,000, the total stamp duty fees are BDT 12,300. These include registration filing fee BDT 1,200 for affixing stamps on the Articles of Association and BDT 1,520 for stamps on the Memorandum of Association. In addition, a certified copy of each document costs BDT 250, The Registration fee's 15% VAT applicable.
Legal Basis of the Registration, the Companies Act- 1994 Responsible Agency, Registrar of Joint Stock Companies and Firms (RJSC)
PROCEDURE 03: Process Step for Foreign Company Bangladesh
Step 1: Preparing Memorandum of Association (MOA) and Articles of Association (AOA) as appropriate to the entity type Step 2: Visiting RJSC website to apply for company registration Step 3: Filling in Name Clearance Submission number and letter number Step 4: Filling in the prescribed forms Step 5: Attaching the MOA and AOA Step 6: Submitting the Registration Application Step 7: Depositing the required fee & receiving the payment slip form designated bank Step 8: Uploading document in online Step 9: Printing the uploaded documents and Submitting those documents & payment slip to RJSC office Step 10: Receiving a Certificate of Incorporation from the RJSC Office
Required Documents for Foreign Company Formation
The first step is to apply to the Registrar of Joint Stock Companies and Firms (RJSC) for receiving a name clearance certificate for Foreign Company or any Company. This is a pre-requisite for registration of a new company (other than Foreign Company and Partnership firms) or a society or a trade organization. An applicant needs to apply via the RJSC website. The RJSC office will check the database and issue name clearance if it does not closely match or resembles any of the existing names. It will be valid for the next 30 days. An applicant will have to apply for registration within this timeline.
Legal Basis of the Certificate, the Companies Act- 1994 Responsible Agency, Registrar of Joint Stock Companies and Firms (RJSC). online company registration in bangladesh.
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Get QuotationPROCEDURE 04: Make a Company Seal
Business founders can make a company seal at the Seal maker for BDT 100-200
PROCEDURE 05: Open a Bank Account
If, the foreign equity company registered in Bangladesh. Open a bank account for the proposed company and transfer equity capital or transfer inward remittance from abroad and request for encasement certificate for foreign equity company registration to the bank.
A company must first open a bank account In order to register for VAT. An entrepreneur will go to the concerned Bank and open a Bank account.
In order to register for VAT, the company must first open a bank account. Detailed procedures should be discussed with the Bank.
PROCEDURE 06: Obtain a Trade License
Getting a trade license is one of the important steps of starting a business in Bangladesh. An entrepreneur needs to receive a trade license from City Corporation or City Council of the respective business area. The trade license filled-in application form must be accompanied by the required documents.
PROCEDURE 07: Obtain a Tax Identification Number (TIN) Certificate for Company
In order to start business operations, every company must receive TIN Certificate from NBR. An entrepreneur can apply in online filling out prescribed online form and obtain TIN Certificate instantly. Alternatively, the entrepreneur can register for taxes at the appropriate taxation authority (Deputy Commission of Taxes of Company Circle, Zonal Taxation Department) under the National Board of Revenue (NBR) and obtain a tax identification number.
PROCEDURE 08: VAT Registration
For VAT purposes, companies register with the Customs, Excise, and VAT Commissionerate under the National Board of Revenue. The company’s VAT is regulated by the Customs, VAT and Excise Department of the region in which it operates. When an enterprise submits a VAT Registration application to the VAT authority an application must accomplish or enclosed the Trade License, Bank Solvency Certificate, TIN Certificate, Copy of BOI Registration & Deed of Agreement.
PROCEDURE 09: Registration with the Bangladesh Investment Development Authority (BIDA)
A foreign investor is required to be registered with BIDA. It is essential to obtain any licenses and permits such as Import Registration Certificate, Export Registration Certificate, Bond License, etc. to run business in Bangladesh. The BIDA registration is also mandatory for obtaining an industrial plots in the special economic zone. The investor needs to collect the application form from BIDA and submit the filled up form along with supporting documents to the respective department of BIDA.
Process Step
Required Documents
Information on Investment Opportunities
Bangladesh has taken initiatives to establish 100 Special Economic Zones (SEZs) by 2030, (70 Government Approved Economic Zones and 30 Private Economic Zones). With investors already having started production in some of the zones, FDI has witnessed a significant boost. Bangladesh has already awarded pre-qualification licenses to 20 private economic zones and of them, 11 have been given final license.
Bangladesh Hi-Tech Park Authority has been established under the 'Bangladesh Hi-Tech Park Authority Act-2010' with the objective of creating an investment-friendly environment and creating employment through the development and growth of high-tech industries in the country. Since its inception, the Bangladesh Hi-Tech Park Authority has been working for socio-economic development by establishing Hi-Tech Parks / Software Technology Parks / IT Training and Incubation Centers.
Bangabandhu Sheikh Mujib Shilpa Nagar, one of the largest industrial areas in the country is being developed by BEZA (Bangladesh Economic Zones Authorities) on a contiguous land of 30,000 acres of Mrisarai, Sitakundu and Sonagazi- the adjoining upazilas of Chittagong and Feni with the target of making it a leading regional business hub.
One-Stop Service Center
The BIDA coordinated the establishment of a One-Stop Service Center for