World Watch/Bangladesh/Starting a Business

Starting a Business · Bangladesh

Starting a Business - Bangladesh

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 registration

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.

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.

Machine-assisted translation · verified 5/24/2026 · orientation, not legal advice. English version →