Company registration, incorporation process in Bangladesh


Company registration, incorporation process in Bangladesh

  • LLC registration whether fully foreign ownership or registration a branch office of parent companies;
  • Industry setup in different sectors with law and policy of state and permission of government of Bangladesh;
  • General trading or service business formation as overseas entrepreneurs are not complex but easier and permission to start trading is simple;

Start business in Bangladesh

Foreign Direct Invest in Bangladesh

Company registration in Bangladesh

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Bangladesh- Business, Investment


How to set up business in Bangladesh

  • How to register a foreign entity as law of the country
  • Trade environment
  • Garments, Textile, Clothing, Buying house business inside
  • Income Tax , Custom, Goods export and import, raw materials
  • Business and/ or investors visa
  • Employment cost, rent office

BANGLADESH-S & F Consulting Firm Limited


Bangladesh-S & F Consulting Firm Limited

Company Formation in Bangladesh,  Foreign company registration in Bangladesh, How to start business in Bangladesh? , Company Registration Process in Bangladesh, Foreign Direct Investment in Bangladesh, Business Formation process in Bangladesh is easier but need to follow some rules and laws of the country especially in case of foreign sponsor.

S & F CONSULTING FIRM LIMITED

Foreign Corporation listing in Bangladesh is possible (set up 100% overseas asset, joint business enterprise, and Virtual / area office / cooperation organization), let’s see how they are doing commerce in Bangladesh and generate returns.

There is many opportunity of investing in different sectors. All government gives priority to overseas deal to begin trade in Bangladesh.

How to register/ creation/ merger business, company in Bangladesh, FDI in Bangladesh, Doing trade in Bangladesh, How to set up industry in Bangladesh

http://companysecretarybd.blogspot.com

 

S & F Consulting Firm Limited, Email: contact@sfconsultingbd.com, Skype: forhadhossain79

S & F Consulting Firm Limited.

 

 

Bangladesh-S & F Consulting Firm Limited


  • Foreign Direct Investment in Bangladesh ,
  • Doing business in Bangladesh,

Company Formation process in Bangladesh is easier but need to follow some rules and laws of the country especially in case of foreign investor.

Foreign Company Registration in Bangladesh is possible (100% Foreign Investment, Joint Venture, Virtual/ Branch/ Liason Office, Foundation), let’s see how they are doing business in Bangladesh and generate revenue.

There is many opportunity of investment in different sectors. All government gives priority to foreign investment to start business in Bangladesh.

Company Registration/ Formation/ incorporation in Bangladesh, FDI in Bangladesh,

www.sfconsultingbd.com, http://companysecretarybd.blogspot.com

S & F Consulting Firm Limited, Email: contact@sfconsultingbd.com, Skype: forhadhossain79

1. Why USD 50,000 is required in terms of Foreign Investment in Bangladesh ?
As rules of government , Foreign Investors have to deposit minimum USD 50,000 in terms of inward remittance, business Visa, foreign employment Visa, official expenses & other.

2. Do the Foreign Branch office is Tax exampted or do not ?
Yes, Foreign Branch/ Representative/ Liason office is out of Tax Payer in Bangladesh but they need to submit Tax return ONLY, yearly.

3. What is Encashment certificate? Is is necessary to incorporate the foreign company (100 own/ JV) ?
Yes. Encashment certificate is required to incorporate the foreign company in Bangladesh. Encashment certificate is issued by bank against PAID UP/ INVESTMENT amount of the company.

4. What is the ratio of man power of Foreign Company (100% own, JV, Branch office) ?
1 : 5 , mean One Foreign Employee is equal of Five local employees.

5. Is BOI permission required to start foreign business in Bangladesh?
No. it is not required always. BOI permission is required for PI & E Visa, remittance & others. But in case of Joint Venture (JV) company foreign investors can start business by incorporation certificate & Trade License.

6. Can expatriate transfer the profit to the mother / own country from Bangladesh ?
Yes, they can do so by the approval of Bangladesh Bank.

7. How longer takes time to complete all procedure of company formation?
Except branch/ rep/ liason office it takes almost 30 days to complete all procedure. Because all foreign applications are placed before the meeting of Board of Investment which usually held once in a month. All applications for permission of foreign branch office are placed before the meeting of BOI with all required documents for approval.

8. How longer will be allowed to pay the amount of USD 50,000 after permission of Branch Office?
Almost 2 (two) months. If failed to bring the said amount in the period the applicants have to carry extra charge 5 % each month.

9. Can branch office transfer the profit in mother country?
No. branch/ rep/ liason offices are not allowed to transfer any profit & branch offices are not allowed to do business in Bangladesh.

Company Formation in Bangladesh


COMPANY FORMATION IN BANGLADESH AS FOREIGN INVESTORS

Some important information for the FOREIGN investors who is looking to set up business in Bangladesh
1. Why USD 50,000 is required in terms of Foreign Investment in Bangladesh ? 
As rules of government , Foreign Investors have to deposit minimum USD 50,000 in terms of inward remittance, business Visa, foreign employment Visa, official expenses & other.
 

2. Do the Foreign Branch office is Tax exampted or do not ? 
Yes, Foreign Branch/ Representative/ Liason office is out of Tax Payer in Bangladesh but they need to submit Tax return ONLY, yearly.
 

3. What is Encashment certificate? Is is necessary to incorporate the foreign company (100 own/ JV) ? 
Yes. Encashment certificate is required to incorporate the foreign company in Bangladesh. Encashment certificate is issued by bank against PAID UP/ INVESTMENT amount of the company.
 

4. What is the ratio of man power of Foreign Company (100% own, JV, Branch office) ? 
1 : 5 , mean One Foreign Employee is equal of Five local employees.
 

5. Is BOI permission required to start foreign business in Bangladesh? 
No. it is not required always. BOI permission is required for PI & E Visa, remittance & others. But in case of Joint Venture (JV) company foreign investors can start business by incorporation certificate & Trade License.
 

6. Can expatriate transfer the profit to the mother / own country from Bangladesh ? 
Yes, they can do so by the approval of Bangladesh Bank.
 

7. How longer takes time to complete all procedure of company formation? 
Except branch/ rep/ liason office it takes almost 30 days to complete all procedure. Because all foreign applications are placed before the meeting of Board of Investment which usually held once in a month. All applications for permission of foreign branch office are placed before the meeting of BOI with all required documents for approval.
 

8. How longer will be allowed to pay the amount of USD 50,000 after permission of Branch Office? 
Almost 2 (two) months. If failed to bring the said amount in the period the applicants have to carry extra charge 5 % each month.
 

9. Can branch office transfer the profit in mother country? 
No. branch/ rep/ liason offices are not allowed to transfer any profit & branch offices are not allowed to do business in Bangladesh.
 

 

Company Formation In Bangladesh


Company formation in Bangladesh
Company formation in Bangladesh

What is the procedure of company formation? and which documents required for company registration in Bangladesh? all answer is below!

There are many acts: As per the businesses Act 1994, there is a unit primarily 3 styles of companies:

  • Company limited by shares
  • Company limited by guarantee
  • Company with unlimited liability

The most common variety of company incorporation in Bangladesh is a company limited by shares. so as to include a company in Bangladesh companies Act 1994 doesn’t offer the step by step procedure on the way to set up a company because it is mainly dealt by the Registrar of Joint Stock companies and corporations (RJSC), the corporate House of Bangladesh.

The steps for the registration or formation of a personal Company limited by shares in Bangladesh are detailed below:

Name Clearance for Company registration

It is a web method wherever the applier needs to build an application for name clearance. A nominal quantity has got to be deposited into the bank prescribed by the RJSC web site. The name clearance is valid for a hundred and eighty days and it’s suggested that the corporate incorporation in Bangladesh is created among this point, Otherwise, replacement name clearance can be conducted.

Documentation

  • The following documents would be needed to be submitted to RJSC for their verification:
  • Memorandum and Articles of Association of the company;
  • Promoters resolution to open a corporation in Bangladesh;
  • Obtaining and executing the following forms for registering the corporate with RJSC:
  • Filled in form I: Declaration on registration of Company;
  • Filled in form VI: Notice of situation of registered office;
  • Filled in form IX: Consent of director to act;
  • Filled in form X: List of persons consenting to be directors;
  • Filled in form XII: Particulars of the administrators, manager and managing agents.

Banking Formalities

Promoter shall open a temporary bank account within the name of the proposed company with any scheduled bank with the condition that the account shall be regularized once the company is punctually registered with RJSC;

  • Capital contribution to the bank account; and
  • Obtain encashment certificate from the bank which states that the amount needed for capital contribution has been punctually remitted within the temporary bank account of the proposed company.

Company Registration in Bangladesh:

  • In order to register the company with the RJSC, registration fee and tax has to be paid within the prescribed bank of RJSC;
  • Such government fee shall be determined supported the approved share capital of the planned company;
  • Upon successful completion of all the formalities, a certificate of incorporation has to be obtained from the RJSC.

Post Registration

Post registration formalities include getting the following certificates/licenses:

  • Tax Identification Number;
  • Value added Tax (VAT) Certificate;
  • Trade License;

Return Filing

Registered entities are under an obligation to file returns in prescribed forms and schedules, and the RJSC upon satisfaction approves and preserves such records. There are 2 types of returns:

  1. a) Annual Return: each year the company should submit the following documents to the RJSC-
  • Schedule X: it’s an annual summary of share capital and list of shareholders; S.36;
  • Balance Sheet within thirty days from the date of Annual General Meeting (AGM);
  • Profit and Loss Account within thirty days from the date of AGM;
  • Form 23B: it’s a letter of approval by the auditor to be submitted within thirty days since the date of appointment.
  1. b) return for any change in entity: just in case of any change made in the company, a relevant return in prescribed form must be filed with the RJSC.

If you would like a company lawyer to assist register your company, get an appointment with our Company lawyer for more details.

S & F CONSULTING FIRM LIMITED


S & F CONSULTING FIRM LIMITED is an international business consultancy firm.
Lower cost & high quality service.
Contact information: 
Email: contact@sfconsultingbd.com
Mobile: +880 01790220729 or, +880 01790220728
Corporate Office, Dhaka, Bangladesh
Services:
  • Foreign Company Registration (Branch / Liason/Virtual office, Joint Venture, 100% owned share)
  • Legal issue
  • Income Tax
  • Accounts Audit
  • Company Secretarial
 
We are all Countries of Asia
 

S & F CONSULTING FIRM LIMITED

Open Foreign Branch office in Bangladesh


S & F CONSULTING FIRM LIMITED

Papers & information are required to open a branch office in Dhaka

In order to establish your branch office in Bangladesh, necessary application in prescribed form has to be submitted to the concerned authorities of the Government for obtaining permission/approvals. The concerned authorities are listed below:

  1. Government of Bangladesh (Ministry of Industries), Dhaka;
  2.  Bangladesh Bank, Dhaka;

To obtain the permissions/approvals of the above authorities, the following information and papers/documents will be required as shown against each authority. The information mentioned below requires to be filed with the said application under the signature and seal of the Managing Director of the principal company. The seal of the Company also has to be affixed thereon.

  1. 1.   Government of Bangladesh (Ministry of Industries)
    1. Full name, address, telephone, fax numbers of the principal company, with country of origin;
    2. Intended field of business in Bangladesh through proposed Branch Office;
    3. Function of the principal company/firm in brief;
    4. Date of operation of the proposed Branch Office;
    5. Period for which permission is sought;
    6. Proposed organizational set up of the company’s Branch Office;
    7. Initial approximate expenditure and operational expenses of the company’s Branch Office and source and nature of inflow of money required for running the Branch Office for the purpose;
    8. Certificate of Incorporation of the principal company and resolution of the Board of Directors to establish a Branch Office in Bangladesh, duly notarized and authenticated by the High Commission/Embassy of Bangladesh in the country of origin
    9. Memorandum and Articles of Association of the principal company, duly executed, notarized and authenticated by the High Commission/Embassy of Bangladesh in the country of origin

 

    1. Power of Attorney given in favour of The Law Assistant duly notarized and authenticated by the High Commission of Bangladesh in the country of origin.
  1. 2.   Bangladesh Bank
    1. Full name, address, telephone, fax numbers of the principal company, with country of origin;
    2. Place of incorporation and registration of the principal company in the country of origin;
    3. Authorized and paid-up share capital of the principal company, both equity and preferential (if applicable);
    4. Name, address and nationality of the Directors of the principal company as well as their place of permanent residence;
    5. Any share held in the principal company by Bangladeshi national or company registered in Bangladesh with full particulars (name of the shareholder, nationality, number and value of shares held);
    6. Particulars of the activity (trading/commercial/industrial/consultancy) of the Principal Company;
    7. Name and address of the Bangladeshi agent/representative if any (including nature of activities undertaken or the services rendered by Bangladeshi agent/representative and term including remuneration payable to agent/representative);
    8. Source of finance to the Branch Office in Bangladesh;
    9. Whether surplus earning, if any in Bangladesh, to be remitted abroad;
    10. Whether any foreign personnel will be employed; if so, a list giving the names and nationalities of such persons, their designation, period of employment, for working in Bangladesh and particulars of government approval for their employment;
    11. Certificate of Incorporation of the principal company, duly notarized and authenticated by the High Commission/Embassy of Bangladesh in the country of origin-two copies including one original;
    12. Memorandum and Articles of Association of the principal company, duly notarized and authenticated by the High Commission/Embassy of Bangladesh in the country of origin – two copies including one original;
    13. Resolution passed by the Board of Directors for establishment of branch/liaison office in Bangladesh duly notarized and authenticated by the High Commission/Embassy of Bangladesh in the country of origin-two copies including one original;
    14. Appointment letter of the local Manager/Branch Representative, if any, in the line of a Board Resolution duly notarized and authenticated by the High Commission/Embassy of Bangladesh in the country of origin;
    15. List of local employees if appointed;
    16. Power of Attorney favouring the legal representative duly executed.

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Mobile: +880 01790220729

Dhaka