World Watch/Bangladesh/Starting a Business

Starting a Business · Bangladesh

Starting a business in Bangladesh: foreigner's guide (2026)

ModerateCompanies Act 1994 (Act XVIII of 1994), administered by the Registrar of Joint Stock Companies and Firms (RJSC) under the Ministry of Commerce; Bangladesh Investment Development Authority (BIDA) for industrial investment registrationCountry index 73 · B

Bangladesh shaded by its starting a business status

Foreign investors may incorporate a private limited company in Bangladesh with up to 100% equity in most sectors via the RJSC's online portal, with no statutory minimum paid-up capital for incorporation itself. The process involves several sequential steps — including a mandatory inward capital remittance and bank-issued encashment certificate before shares can be allotted — making the typical end-to-end timeline 3–5 weeks. Industrial enterprises must additionally register with BIDA and remit at least USD 50,000 within two months of approval.

Key points

Foreign ownership

100% foreign ownership is permitted in most sectors with no mandatory local partner. Exceptions include defence/arms, nuclear energy, reserved forest, and security printing (foreign share capped at 40–49%), plus freight-forwarding, C&F agents, and travel agencies (local partner required by sector regulation).

Registration authority & governing law

All companies are incorporated under the Companies Act 1994 through the RJSC (roc.gov.bd), the sole authority for private/public limited companies, foreign companies, partnerships, and trade organisations. Most steps are handled through the RJSC's online portal at app.roc.gov.bd.

Key formation steps

(1) Name clearance via RJSC portal (1–2 days, valid 30 days); (2) draft and notarially stamp Memorandum & Articles of Association; (3) foreign shareholders remit share capital to a temporary bank account in the proposed company's name and obtain a Bangladesh Bank encashment certificate; (4) submit MoA/AoA, Form IX (director consent), Form XII, subscriber sheet, and encashment certificate to RJSC with fees; (5) receive digital Certificate of Incorporation (3–7 days); (6) register for e-TIN with the National Board of Revenue.

Capital requirements

No statutory minimum paid-up capital exists for incorporation. To sponsor work permits for foreign nationals, a minimum inward remittance of USD 50,000 is required; to bring the total foreign workforce threshold up to visa-eligible status, USD 100,000 is commonly cited. BIDA-registered 100% foreign or joint-venture industrial projects must also remit at least USD 50,000 within two months of BIDA approval.

BIDA registration

Manufacturing and service-sector enterprises located outside special economic zones (BEZA, BEPZA, BHTPA, BSCIC) must register with BIDA via its One Stop Service portal. Trading and commercial activities are exempt. Fees range BDT 5,000–100,000 depending on investment size; processing takes 10–15 working days once documents are complete.

Timeline & B-READY benchmark

End-to-end company formation (RJSC only) typically takes 3–5 weeks; add 2–4 more weeks for concurrent BIDA registration. In the World Bank's inaugural B-READY 2024 report Bangladesh scored 74/100 on Business Entry, placing 29th among 50 economies assessed — a marked improvement from its 168/190 rank under the discontinued Ease of Doing Business index.

Timeline - major decisions & events

Feb 1, 2025guidance
Taskforce Recommends Regulatory Reform Commission to Cut Business Red Tape

A government economic taskforce submitted a report to Chief Adviser Muhammad Yunus proposing a permanent Regulatory Reform Commission (RRC) to continuously audit and streamline rules affecting business operations, taxation, and trade. The proposal specifically targets discretionary powers at the NBR and Customs as key structural barriers to starting and running a business.

Bangladesh Sangbad Sangstha (BSS — state news agency)
Oct 4, 2024decisionofficial
World Bank B-READY 2024: Bangladesh Scores 74 in Business Entry, Ranked 29/50

The World Bank's inaugural Business Ready (B-READY) report — replacing the discontinued Ease of Doing Business index — ranked Bangladesh 29th among 50 assessed economies. Bangladesh received 74/100 in Business Entry (one of its strongest topics) but scored only 41.64 in Public Services, indicating that while the legal entry framework has improved, service delivery for new businesses remains weak.

World Bank B-READY
Aug 5, 2024incidentofficial
Interim Government Takes Power; Pledges Investment Climate Overhaul

Following the ouster of Prime Minister Sheikh Hasina, an interim government led by Nobel laureate Muhammad Yunus assumed power and announced removal of Bangladesh Bank pre-approval requirements for foreign-currency transfers — a longstanding barrier to foreign investment entry. Proposals to integrate BIDA, BEZA, BEPZA, and Hi-Tech Parks into a single investment gateway were also put forward.

U.S. Department of State — Investment Climate Statement 2025
May 23, 2021decision
RJSC Opens Registration for One Person Companies (OPCs)

The Registrar of Joint Stock Companies and Firms (RJSC) began accepting OPC registrations, operationalising the Companies (Second Amendment) Act 2020. For the first time, a single individual could incorporate a limited-liability entity in Bangladesh — a significant reduction in the minimum threshold for formal business entry.

The Daily Star
Nov 26, 2020lawofficial
Companies (Second Amendment) Act 2020 Introduces One Person Company

Parliament amended the Companies Act 1994 to introduce the One Person Company (OPC) — a corporate form common in the UK, India, and Singapore — allowing a single natural person to hold 100 % of shares with full limited liability. This was the most substantive reform to company formation law since 1994 and directly lowered the barrier to formal entrepreneurship.

Bangladesh Laws Portal (minlaw.gov.bd)
Jan 1, 2020lawofficial
One Stop Service (BIDA) Rules 2020 Issued; OSS Expanded to 11 Additional Agencies

The government issued the One Stop Service (Bangladesh Investment Development Authority) Rules 2020, giving secondary-legislation force to the OSS Act 2018. BIDA signed MoUs with 11 further institutions — including BSCIC — to integrate trade licences, environmental clearances, and fire safety certificates into the single portal, targeting over 140 services from 47 agencies.

BIDA
Feb 1, 2018lawofficial
One Stop Service Act 2018 (Act No. 10 of 2018) Enacted

Parliament enacted the One Stop Service Act 2018, providing the statutory foundation for a single-window business licensing regime. The Act designated BIDA, BEZA, BEPZA, and BHTPA as OSS authorities and mandated that all investment-related approvals, permits, and clearances be deliverable through unified centres — the most ambitious regulatory simplification law in Bangladesh's post-independence history.

Bangladesh Hi-Tech Park Authority (BHTPA) — official gazette host
Sep 1, 2016lawofficial
Bangladesh Investment Development Authority (BIDA) Established

The Bangladesh Investment Development Authority Act 2016 merged the Board of Investment (BoI) and the Privatization Commission into a single apex investment promotion agency. BIDA became the institutional anchor for all subsequent OSS and business-registration reforms, and the entity foreign investors now interact with first when entering Bangladesh.

BIDA
Jan 1, 1980lawofficial
Foreign Private Investment (Promotion and Protection) Act 1980 — Foundational FDI Law

Bangladesh's first standalone investment protection statute guaranteed foreign investors freedom from nationalisation and expropriation, permitted full repatriation of capital and profits, and extended national treatment. For over four decades it served as the primary statutory signal to foreign entrepreneurs considering entry into Bangladesh, though it is now widely criticised as too thin for modern FDI.

Bangladesh Laws Portal (minlaw.gov.bd)

Bangladesh - other topics

Last verified 5/24/2026 · Orientation, not legal advice - verify against the primary sources linked above. Explore the full world map →