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Doing Business in Bangladesh
 
 
 

Forms of Business Organisation

Business in Bangladesh may be carried on by a company formed and incorporated locally or by a company incorporated abroad but registered in Bangladesh. The incorporation or registration is done by the Registrar of Joint Stock Companies and Firms (RJSC & F) under the provisions of the Company’s Act 1994. Companies could be classified in following categories:

• Limited Companies:

1. Company Limited by Shares

• Public Limited Company; and
• Private Limited Company.

2. Company Limited by Guarantees.

• Unlimited Companies:

Unlimited companies and companies limited by guarantees may or may not have share capital.

Incorporation Options for Foreign Investor

Incorporation options to a foreign investor include:

• Setting up a 100% foreign-owned company in Bangladesh;Setting up a Joint Venture with Bangladeshi company / investor;Establishing the Company’s Place of Business in Bangladesh;Setting up a branch or a subsidiary of a foreign company in Bangladesh;

• Setting up a Bangladeshi Company or participate in a Bangladeshi Company already formed.

Formation Procedure

To register a company with the Registrar of Joint Stock Companies and Firms (RJSCF), promoter have to undertake activities in following steps:

1. Selection of the Company Name;
2. Memorandum of Association (MOA);
3. Articles of Association (AOA);
4. Registration Application, Prescribed Application Form for registration has to be filled in, signed and submitted to the Registrar of the Joint Stock Companies and Firms.

Establishing Place of Business

In establishing a place of business of a foreign company, the company has to be registered with the Registrar of Joint Stock Companies as the place of business. Such registration is required in respect of capital issue and obtaining clearance from the central bank i.e. Bangladesh Bank.

Branch/Representative Office

To open or seek extension of Liaison/Branch/Representative Office of a foreign company, the company has to submit in prescribe application form to Board of Investment.

Joint Ventures

Entrepreneur/investors are advised to apply for registration to BOI in order to avail of facilities and the institutional support services provided by the Government.

Prescribed application form has to be collected from BOI Office or downloaded from BOI website (www.boibd.org).

Any individual entrepreneur either local or foreign can set up an industry with public sector corporation. Such joint venture is required to be registered with the BOI if the private sectors contribution is more than 50% of the project cost and in such case it is treated as private sector project.

For any public sector which makes contribution out of their own fund needs approval of the concerned ministry. If the contribution of the corporation is 50% or above, it is treated as a public sector project. The public sector project is processed by the concerned Ministry for approval of the Planning Commission.

 

 
 

 



 


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