Establishing a company in Bangladesh as a foreign investor involves parallel processes at BIDA, the Registrar of Joint Stock Companies and Firms (RJSC), the National Board of Revenue, and sector-specific regulators. LegalBD manages the complete process end-to-end.
BIDA Registration
Foreign investors must register with BIDA under the Bangladesh Investment Development Authority Act 2016. BIDA registration is the gateway to the One-Stop Service (OSS) and is required before many subsequent regulatory processes. Investment proposals exceeding BDT 50 crore are subject to additional scrutiny. Registration is completed via the BIDA OSS portal and typically takes 5 to 10 working days once all documents are in order.
RJSC Incorporation — The Process
Company incorporation under the Companies Act 1994 follows a defined sequence. First, name clearance is obtained from the RJSC online portal. The Memorandum of Association (defining the company's objects, authorised capital, and shareholder particulars) and Articles of Association (governing internal management) are then drafted, executed, and stamped. Filing at RJSC with Form I (director particulars) and Form VI (registered office) follows. The Certificate of Incorporation is issued within 3 to 7 working days of filing.
Post-Incorporation Registrations
Incorporation is the beginning, not the end. Post-incorporation steps include obtaining a Trade Licence from the relevant City Corporation or Union Parishad, a Tax Identification Number (TIN) and VAT registration from the National Board of Revenue, and — for foreign-invested companies — opening a Foreign Currency Account with an authorised dealer bank to facilitate equity inflows and future remittances.
Authorised Capital and Minimum Requirements
There is no prescribed minimum paid-up capital for a private limited company in most sectors, though certain regulated industries impose sector-specific capital requirements. The authorised capital stated in the MOA determines the stamp duty payable on incorporation. For foreign investors, bringing in equity through proper banking channels and documenting the inward remittance is essential for future repatriation rights.
Typical Timeline
A standard foreign-invested company formation — from initial engagement to operational bank account — typically takes 4 to 8 weeks. Sector-specific approvals (in telecoms, banking, or pharmaceuticals) can extend this timeline. LegalBD provides a detailed project plan at the outset of every engagement.