Starting a Company in Bangladesh as a Non-Resident: Registration, Directors, Tax and Banking

• Private limited company: limited liability, shareholders and directors, widely used.
• One Person Company (OPC): a single shareholder with a nominee, suitable for small ventures.
• Partnership firm: simple but partners are personally liable.
• Sole proprietorship: registered through trade licence only; no separate legal entity.
• Branch or liaison office of a foreign company: requires BIDA/Bangladesh Bank approval.

This article is general legal information, not legal advice. Fees, forms and procedures change; confirm current requirements with the relevant office or a qualified advocate before acting.

Yes, generally. A non-resident Bangladeshi or foreigner can be a shareholder, and often a director, of a private company. Some structures require at least one local director or a local company secretary for practical reasons. Foreign ownership in restricted sectors (for example some media, defence or agriculture activities) requires government clearance. Check the sector before you invest.

1. Choose a unique company name and apply for name clearance at RJSC.
2. Prepare the Memorandum and Articles of Association.
3. Collect passport or NID copies of shareholders and directors; foreigners' documents need attestation (see attestation guide).
4. Appoint an advocate or company secretary through a Power of Attorney if you are abroad (see PoA guide).
5. File incorporation forms and pay the stamp duty and RJSC fee.
6. Receive the Certificate of Incorporation.

• Get a TIN for the company and the directors from the National Board of Revenue.
• Obtain a trade licence from the City Corporation or Pourashava.
• Register for VAT (BIN) if the turnover requires it.
• Open a company bank account; foreign shareholders usually need inward remittance proof for capital.
• Register with relevant regulators for your sector.
• File annual returns with RJSC and income tax returns every year.

Capital should be brought through banking channels and recorded so it can later be repatriated. A foreign investor registers the inward remittance with Bangladesh Bank through the bank, which helps with dividend repatriation and exit. Keep share certificates, board resolutions and audited accounts.

1. Annual general meeting and audited accounts.
2. RJSC annual return filing.
3. Income tax return and withholding taxes.
4. VAT returns monthly if registered.
5. Maintain statutory registers and minutes.
6. Keep a Bangladesh-based representative or company secretary for notices.

This article is general legal information, not legal advice. Fees, forms and procedures change; confirm current requirements with the relevant office or a qualified advocate before acting.

Yes, through an advocate or company secretary with a Power of Attorney and attested documents.

In most sectors, yes. Some sectors are restricted or need approval. Check the BIDA rules.

Once documents are complete, incorporation can take days to a couple of weeks; TIN, trade licence and bank account add more time.

Rules and practice differ; many companies keep at least one local director or representative for practical compliance.

Yes, if capital was brought in through proper channels and taxes are paid, subject to Bangladesh Bank rules.