How to Open a Company in Bangladesh in 2025
According to the Companies Act 1994, anyone (local or foreign) aged above 18 years is eligible to open a company in Bangladesh.
If you are eligible and looking to open a company in Bangladesh, you must clearly understand the local company incorporation requirements and process.
The process is not very complex. Still, from selecting the company type to obtaining the necessary licenses, the whole process may seem complex to you. But with a clear and updated guide, the process is easy.
No matter, if you’re a new entrepreneur or willing to expand your business in Bangladesh, this updated guide will help you start and operate your company in Bangladesh confidently.
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Choose the Right Company Structure
In Bangladesh, you can choose from a range of business structures according to your business needs and goals. Options include a sole proprietorship, partnership, or private limited company. Decide on your business structure first.
Though you have other options, here I will only discuss how to open a private limited company in Bangladesh. It is the most popular company or legal entity structure in Bangladesh.
Most people choose to open a company in Bangladesh as a private limited entity due to its legal benefits. This structure offers limited personal liability.
How to Open a Company in Bangladesh?
Step-by-step procedure to open a private limited company in Bangladesh:
Step 1: Name Clearance
Step 2: Draft the MoA and AoA
Step 3: Open a Bank Account and Deposit the Required Paid-Up Capital
Step 4: Fill Up Registration Forms and Attach Necessary Documents
Step 5: Submit Documents (online and offline) and Pay Required Fees
Step 6: Wait and Get the Certificate of Incorporation
Note: RJSC is the authority for registering your company in Bangladesh and the 2nd step applies to a foreign company, investment, or share.
1. Pass the Name Clearance
It is the first step to open a private limited company in Bangladesh. Select a unique name for your business as per RJSC rules. Sign up and check the Registrar of Joint Stock Companies and Firms (RJSC) database to ensure your name is not already taken.
If your chosen name is available, apply for a name clearance certificate. For a single name, pay BDT 500 as the Name Clearance application fee to the designated RJSC office counter or authorized bank by RJSC.
RJSC will approve your application upon satisfaction. You may have to wait for 24 to 48 hours to get the Name Clearance (NC) certificate.
2. Draft the MoA and AoA
Now draft the Memorandum of Association (MoA) and Articles of Association (AoA). The MOA and AOA together form the constitution of your company.
The MoA outlines the company’s objectives, liability, company’s capital structure, etc. The AoA outlines the company’s information, founders and original shareholders, directors list, etc.
These documents must follow local regulations. So, you should seek professional legal assistance.
3. Open a Bank Account and Deposit the Paid-Up Capital
According to the Companies Act 1994 and the RJSC guideline, a foreign-owned company must remit the minimum paid-up capital in this company’s bank account.
If your company is foreign-owned or invested, open a bank account for it and deposit the minimum required share capital to this bank account.
Then the bank will give you an Encashment Certificate. This certificate states that you have duly remitted the required share capital into the suggested company’s bank account.
4. Fill Up Registration Forms and Attach Necessary Documents
Now, collect and duly fill up the registration forms such as Form I, Form VI, Form IX, Form X, etc. Attach MoA and AoA to these documents. Finalize and attach all other required documents.
Don’t forget to include the required signs from all the shareholders on the registration forms before submitting the documents.
Confirm all necessary documents and information are accurately included to avoid processing delays.
5. Submit Documents (online and offline) and Pay Required Fees
After finalizing registration forms and documents, submit them to the RSJC. Submit scanned digital documents online and main or photocopies of physical documents offline.
Pay registration fees at the authorized RJSC office counter. The fees vary based on the company’s authorized capital. Keep the receipt as it’s part of the submission.
6. Wait and Get the Certificate of Incorporation
After the submission and payment, RJSC will review your documents, information, and payment. If RJSC is satisfied with everything, it will proceed to complete the registration.
RJSC will issue and email a digitally signed and certified Certificate of Incorporation, Memorandum of Association, Articles of Association, and Form XII to the email address you used for opening your RJSC account.
RJSC will usually take 3-4 business days to review, approve, and issue your company registration.
Post-Opening Obligations for a Company in Bangladesh
You have some post-registration obligations to fulfill to run a company in Bangladesh, only the registration is not enough.
change the temporary bank account into a permanent or regular account. Buy or rent a commercial space and start applying to collect the required licenses and certificates to run your company smoothly.
The required post-registration obligations include:
- Convert Your Bank Account to a Permanent Account
- Obtain a TIN Certificate, Trade License, VAT Registration Certificate, Fire Certificate, etc.
- Fulfill Compliance Requirements
1. Convert Your Bank Account to a Permanent One
Convert your temporary bank account into a permanent corporate account to manage your company’s financial affairs. You need this bank account for bringing foreign investments and paying taxes.
To make your bank account permanent, submit certified documents issued by RJSC such as the Certificate of Incorporation, MoA, AoA, and other essential documents to the associated bank. Also, submit more documents and information as your bank demands.
2. Obtain Certificates and Licenses (as Required)
Obtain mandatory certificates and licenses such as a TIN Certificate, Trade License, VAT Registration Certificate, and Fire License to legally run your business activities in Bangladesh. You may have to obtain an Environmental Clearance Certificate, if applicable.
Apply to the relevant authorities in the recommended methods. Some of these are free of cost, while some need you to pay fees.
The timeframe required to obtain different certificates and licenses varies. You have to renew these licenses annually.
3. Fulfill Compliance Requirements
File returns in specified forms and procedures to RJSC to fulfill the liabilities and compliance requirements of your company. RJSC will preserve these records upon approval.
Legal and Compliance Requirements to Open a Foreign Company
Foreign-owned or foreign-invested companies in Bangladesh are subject to specific legal and compliance requirements. For example, foreign investors must fulfill industry-specific capital requirements.
Additionally, they must comply with foreign investment regulations and register with the Bangladesh Investment Development Authority (BIDA).
Conclusion
Opening a business in Bangladesh allows you to access a growing market and abundant opportunities. To open your company seamlessly and lay a strong foundation for your company, follow the essential steps and fulfill compliance requirements.
Whether you’re a newcomer or expanding your operations, simplify your journey and create a thriving venture in Bangladesh with our guide.
FAQs
The cost of registering a company in Bangladesh depends on various factors, including the authorized capital, type of company, MoA cost, AoA cost, etc. On average, the total cost typically falls between $120 and $140.
Essential documents include the Memorandum of Association, Articles of Association, shareholder details, a registered office address, and digital signatures. Foreign investors might also require additional documentation, such as passport copies and BIDA approvals for investment authorization.
No, a foreign company does not need a local partner to open a company in Bangladesh. In Bangladesh, a business can be fully foreign-owned without requiring a local partner. However, certain sectors may need local partnerships to ensure legal compliance.
