Hospitality and Tourism Lawyers in Bangladesh

by Barrister Tahmidur Rahman | Sep 11, 2026

Corporate & FinanceHotels, resorts and travel businesses8 min read

Hospitality and Tourism Lawyers in Bangladesh

Legal advice for hotel owners, international operators, investors, lenders and travel businesses across the hospitality and tourism sector in Bangladesh, covering development, land and approvals, hotel management and franchise agreements, licensing, employment, financing, acquisitions and the disputes that can arise along the way.

Hospitality and Tourism Lawyers in Bangladesh: Hospitality with TRW & Co
Matter planCorporate & Finance
  1. Concept and site review
  2. Agreements and approvals
  3. Pre-opening and licensing
  4. Operation and change
Overview

Hospitality and tourism investment in Bangladesh

Bangladesh's hospitality sector has grown well beyond a handful of international hotels in Dhaka. Branded business hotels now operate in Dhaka, Chattogram and Sylhet, resorts and serviced apartments are being developed along the coast at Cox's Bazar and in the tea hills, and domestic travel, events and outbound tourism continue to expand. That growth brings complex legal work: land and approvals, operator agreements, licences, staffing, finance and disputes. We advise owners, developers, international operators, investors and lenders on hotel and tourism projects, as part of our corporate practice and with our real estate lawyers.

Most projects start with land, and land in prime tourism locations often carries title complexity, coastal and environmental restrictions and competing claims. Development requires building approval from the relevant authority, such as RAJUK in Dhaka or the Cox's Bazar Development Authority on the coast, along with environmental clearance, fire safety approval and utility connections. Some tourism zones and parks previously promoted by BEZA are now administered by Invest Bangladesh, which merged BIDA, BEZA and the PPP Authority in August 2026. We map these approvals at the outset so that construction, financing and opening dates rest on realistic assumptions.

The hotel management agreement is the central commercial document for many hospitality projects. International operators typically run the hotel for the owner in return for base and incentive fees, under long terms with performance tests, brand standards, technical services and reserved owner approvals. Franchise and licence agreements are an alternative where the owner or a local management company operates the hotel under a brand. These agreements are often negotiated on the operator's international template, and owners in Bangladesh need careful advice on fees, termination rights, budgets, key money, staffing and how fees can lawfully be remitted abroad.

Operating a hotel, resort or travel business brings its own regulation. Hotels and restaurants need registration or licensing under the Hotel and Restaurant Act 2014 and municipal trade licences, along with food safety, fire and environmental compliance. Hotels serving alcohol need licences under the Narcotics Control Act 2018. Travel agencies need registration under the Travel Agency (Registration and Control) Act 2021. Large workforces bring obligations under the Bangladesh labour laws, and guest data now falls within the Personal Data Protection Act 2026. VAT and supplementary duty on hotel and restaurant services also affect pricing and need regular review.

Barrister Tahmidur Rahman and Barrister Remura Meheruba Mahbub advise on transactions, finance and foreign investment, and Barrister Mahbub is also a solicitor of England and Wales (non-practising). Adv Syed Wahid leads our litigation practice, including land and commercial disputes. We work with counsel in the UK, US, UAE, China, India and Singapore, which helps when an international operator, lender or investor is negotiating in another jurisdiction. Owners and operators can discuss a hospitality or tourism matter through our Dhaka contact page, and we can usually outline the main issues after a short review.

01 · What we handle

Core workstreams

  • Hotel and resort development
  • Management, franchise and licence agreements
  • Branded residences and serviced apartments
  • Licensing and operations
02 · How it runs

Four clear stages

  1. 01Concept and site review
  2. 02Agreements and approvals
  3. 03Pre-opening and licensing
  4. 04Operation and change
03 · Start here

Talk to a partner

Consultations in Dhaka or by video. Scope, team and fees are agreed in writing first.

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How we help

Our hospitality and tourism work

Workstream 01Corporate & Finance

Hotel and resort development

  • Concept and site review
  • Agreements and approvals
  • Pre-opening and licensing
  • Operation and change
Workstream 02Corporate & Finance

Management, franchise and licence agreements

  • Concept and site review
  • Agreements and approvals
  • Pre-opening and licensing
  • Operation and change
Workstream 03Corporate & Finance

Branded residences and serviced apartments

  • Concept and site review
  • Agreements and approvals
  • Pre-opening and licensing
  • Operation and change
Workstream 04Corporate & Finance

Licensing and operations

  • Concept and site review
  • Agreements and approvals
  • Pre-opening and licensing
  • Operation and change
Workstream 05Corporate & Finance

Acquisitions, finance and investment

  • Concept and site review
  • Agreements and approvals
  • Pre-opening and licensing
  • Operation and change
Workstream 06Corporate & Finance

Employment and disputes

  • Concept and site review
  • Agreements and approvals
  • Pre-opening and licensing
  • Operation and change
01

Hotel and resort development

We advise owners and developers on land acquisition and leasing, title diligence, joint ventures with landowners, construction and design contracts, and the approvals needed to build and open, including building permission, environmental clearance, fire safety and utilities. For coastal and hill destinations, we also review environmental and zoning restrictions that can limit density, height or location, and build them into the development plan from the start. Projects in these areas often need specialist environmental input at the concept stage.

02

Management, franchise and licence agreements

We negotiate hotel management, franchise, brand licence, technical services and pre-opening agreements for owners and operators. Key points include term, fees, performance tests, budgets and capital expenditure, staffing, owner approvals, non-disturbance with lenders, termination rights and post-termination de-branding. We also advise on structuring fees so that they can be paid abroad through the authorised dealer bank with the necessary approvals and tax treatment. We act for owners and, where there is no conflict, for operators entering the Bangladesh hospitality market.

03

Branded residences and serviced apartments

We advise developers and brands on branded residence and serviced apartment projects, including the brand licence, sales documentation for apartment buyers, rental pool and management arrangements, service charges and the relationship between the residences and the hotel. We consider apartment registration, buyers' rights, foreign buyers and the consumer protection and advertising rules that apply to off-plan sales in Bangladesh. Branded residences are a growing part of the market and need careful drafting for buyers and brands alike.

04

Licensing and operations

We help hotels, restaurants, resorts and travel businesses obtain and renew licences and registrations, including hotel and restaurant licensing, liquor licences, travel agency registration, trade licences and food safety compliance. We advise on guest contracts, booking terms, online platforms, privacy notices under the Personal Data Protection Act 2026 and VAT, and on responding to inspections, complaints and enforcement action by regulators. A licence calendar for each hospitality property helps prevent lapses.

05

Acquisitions, finance and investment

We act on acquisitions and disposals of hotels, resorts and travel companies, investments by funds and foreign sponsors, and financing from local banks, development finance institutions and international lenders. We conduct diligence on land, licences, operator agreements, staff and tax, prepare transaction and security documents, and coordinate foreign investment registration and foreign loan approvals with Invest Bangladesh and Bangladesh Bank. Hotel deals often turn on the operator agreement, so we review it first.

06

Employment and disputes

We advise on employment structures for large hospitality workforces, service charge distribution, contractors, expatriate managers' work permits and compliance with the labour laws. Where disputes arise, whether between owners and operators, with contractors, landowners, guests or regulators, we act in negotiation, arbitration and the Bangladesh courts, including urgent applications to protect possession, brand rights or revenue. We also advise hospitality employers on collective bargaining and workplace safety.

RecognitionThe Legal 500Asia Pacific ranks Tahmidur Remura Wahid (TRW) Law Firm for dispute resolution in Bangladesh.
Cross-border reach6 jurisdictionsMatters coordinated with counsel in the UK, US, UAE, China, India and Singapore.
Bar and admissionsDhaka and LondonBarristers and advocates in Bangladesh, with a solicitor of England and Wales (non-practising).
HeadquartersDhakaHouse 410, Road 29, Mohakhali DOHS. Consultations in person or by video.
Who leads this work

Partner-led, on every matter.

Corporate & Finance matters at TRW are led by partners, supported by associates, with one responsible lawyer from first advice to final outcome.

Meet the firm →
01

What should an owner watch for in a hotel management agreement?

Owners should focus on the length of the term and renewal rights, base and incentive fee levels, performance tests that let the owner terminate for sustained underperformance, approval rights over budgets, capital expenditure and the general manager, centralised service charges, and the owner's ability to sell the hotel or refinance. Termination rights and the cost of ending the agreement early deserve particular attention. In Bangladesh, owners should also confirm that fees can be remitted abroad and that taxes are properly allocated. We negotiate these points so that the hospitality agreement reflects local conditions rather than only the operator's template.

02

Can a foreign hotel operator receive management fees from Bangladesh?

Yes, but the payment route must be planned. Management, incentive, licence and technical service fees are remitted through the owner's authorised dealer bank, which will require the agreement, invoices, tax documents and, for certain fees, regulatory approval. Royalty and technical fee remittances have historically been subject to approval and limits, a function now administered by Invest Bangladesh alongside Bangladesh Bank rules. Withholding tax and VAT apply, and a double tax treaty may reduce withholding. We structure fees in the hospitality agreement so that they are acceptable to the bank before signing, avoiding payment problems after opening.

03

Can foreign investors own a hotel or resort in Bangladesh?

Generally yes, through a Bangladeshi company that owns or leases the land and holds the hotel licences. Foreign investment capital must come in through an authorised dealer bank, and the project may register with Invest Bangladesh. Direct land ownership by foreign individuals is not a practical route, and some locations, such as the Chittagong Hill Tracts or border and coastal areas, carry specific restrictions. Projects in tourism zones may be available on long lease. We recommend a structure early, because ownership affects licences, financing, operator agreements and the investor's ability to exit and repatriate proceeds from the hospitality asset.

04

What licences does a hospitality business such as a hotel need in Bangladesh?

A hotel typically needs registration or a licence under the Hotel and Restaurant Act 2014, a trade licence from the local authority, tax and VAT registration, fire safety and environmental approvals, food safety compliance for kitchens and restaurants, and lift, boiler and other equipment certifications where relevant. Serving alcohol requires a separate licence from the Department of Narcotics Control. Star classification may involve further standards. Licences must be renewed and conditions met continuously. We prepare a licence register for each property and track renewals, because gaps can lead to fines, closure orders or problems with lenders and insurers.

05

How are branded residences sold in Bangladesh?

Branded residences are usually sold as apartments with a brand licence and a management or service agreement attached. Buyers acquire apartments under sale agreements and registered deeds, with the developer's title and approvals underpinning the project. The brand's standards, service charges, rental pool rules and what happens if the brand leaves should be explained clearly in the sales documents. Off-plan sales raise consumer protection and advertising issues, and foreign buyers face the same ownership questions as for other property. We draft documents that protect the developer and the brand while giving buyers clear, enforceable rights in the hospitality project.

06

What approvals does a coastal resort project need?

Coastal resorts may need building approval from the Cox's Bazar Development Authority or another local development authority, environmental clearance under the environmental laws, fire safety approval and utility connections, and may be affected by ecologically critical area designations, setback lines and coastal protection rules. Land in some areas is government-owned or subject to settlement and lease conditions. Projects in designated tourism zones may follow a separate process with Invest Bangladesh or the Bangladesh Tourism Board. We review these constraints before land is committed, because they can determine the size, design and viability of a hospitality development.

07

How do hospitality businesses handle guest data under the 2026 law?

Hotels, resorts, travel agencies and booking platforms collect passport details, contact information, payment data and preferences, and the Personal Data Protection Act 2026 brings obligations on lawful processing, notices, security, retention and transfers outside Bangladesh, including to an international operator's central reservation and loyalty systems. Police and immigration reporting requirements for foreign guests also continue to apply. We review data flows, update privacy notices and booking terms, and help operators adapt group policies, so that hospitality businesses comply without disrupting reservations, loyalty programmes or guest service.

08

How are hospitality disputes between hotel owners and operators resolved?

International hotel management agreements usually provide for arbitration, often in Singapore, London or Dubai, with expert determination for technical or financial disagreements such as budgets and performance tests. Foreign awards are enforced in Bangladesh under the Arbitration Act 2001. Domestic disputes may go to court, where the Commercial Courts Act 2026 may apply, and some may require mediation first under the Legal Aid Services (Amendment) Act 2026 as it rolls out. Possession, brand use and access to hotel accounts can become urgent. Our dispute resolution team advises on strategy and interim relief.

How a matter runs

From first call to resolution.

  1. 01

    Concept and site review

    We review the site, title, planning constraints, intended brand and business model, and advise on ownership structure, approvals and the operator or franchise route that best fits the owner's goals for the hospitality project. We also flag early risks.

  2. 02

    Agreements and approvals

    We negotiate the operator, franchise, construction and finance agreements, coordinate building, environmental and tourism approvals, and register the investment and any foreign loans with the relevant authorities and banks. Each approval is recorded in the project file for owners and lenders.

  3. 03

    Pre-opening and licensing

    We obtain hotel, liquor, trade, fire safety and food safety licences, prepare employment documents and guest terms, and confirm that fee remittance and VAT arrangements are in place before the first guests arrive. We also prepare a pre-opening compliance checklist.

  4. 04

    Operation and change

    We support renewals, compliance reviews, operator relationships and disputes, and advise on refinancing, rebranding, sale or acquisition when the owner's plans change during the life of the property. Regular reviews keep the business compliant as rules and licence conditions change.

“Demonstrates an extraordinary command over both domestic litigation and international arbitration.”

The Legal 500 Asia Pacific, Bangladesh: Dispute resolution, client feedback

FAQ

Questions, answered.

Still unsure? Email info@trw.co with a short outline of the matter.

Does a hospitality business such as a restaurant need a licence under the Hotel and Restaurant Act 2014?
Restaurants, like hotels, generally need registration or licensing under the Hotel and Restaurant Act 2014, alongside a trade licence, food safety compliance and fire safety approval. Requirements can vary with the size and type of business, and enforcement activity has increased in recent years. We check the current requirements for the specific outlet and help prepare applications and renewals so that the business does not face fines or closure. Hospitality outlets in shopping centres may also need landlord approvals.
What is key money in a hotel deal?
Key money is a payment some operators make to an owner to secure a management or franchise agreement, often repayable in part if the agreement ends early. It can help with development costs, but it usually comes with longer terms or stricter termination provisions. Owners should understand repayment triggers and the tax and foreign exchange treatment of the payment in Bangladesh before accepting it. Key money is common in international hospitality deals and should be negotiated, not simply accepted.
Can a hospitality business employ foreign staff?
Yes. Hotels and resorts commonly employ expatriate general managers, chefs and specialists, who need appropriate visas and work permits before starting work. Permits are usually tied to the employer and role, and the business should plan for local staff development. Expatriate salaries are subject to Bangladesh income tax. We coordinate permits with the pre-opening timetable so that key staff can start on time. Hospitality employers should also keep permit renewals and cancellations up to date when staff leave.
How is the service charge in hotels handled?
Many hotels add a service charge to guest bills and distribute it to staff under internal policies or agreements. The treatment of the service charge for VAT, income tax and labour law purposes, and how it is shared, can give rise to disputes with staff and unions. Clear written policies, consistent accounting and consultation with staff representatives help reduce the risk in hospitality businesses. We draft service charge policies that reflect current tax and labour law.
Are there incentives for tourism investment in Bangladesh?
Incentives for tourism and hotel projects have been offered from time to time, including for projects in designated tourism zones, and the Finance Act each year can change tax and VAT treatment. Conditions and time limits apply. With Invest Bangladesh now administering former BEZA zones, we confirm the current incentive position for a specific location and project rather than relying on older summaries. Incentive conditions may also affect financing and the sale of a hospitality asset.
Does a tour operator need registration in Bangladesh?
Travel agencies, including businesses that sell air tickets, tour packages and travel services, generally need registration under the Travel Agency (Registration and Control) Act 2021, together with a trade licence and tax registrations. Inbound tour operators may also deal with the Bangladesh Tourism Board and industry associations. We advise on registration, consumer terms, refunds and the obligations that apply to online travel platforms. Tourism and hospitality businesses that sell packages online should also review refund and cancellation terms.
What happens to staff when a hotel changes operator?
That depends on who employs the staff. In many arrangements the owner is the employer and staff continue under the new operator, but where the outgoing operator employs them, transfer or termination with statutory benefits may be needed. Labour law obligations, accrued entitlements and union relations should be planned well before a change of operator to avoid disruption to guests. Transition planning is a regular part of any operator change, and we prepare it early.
Why involve Bangladeshi lawyers early in a hospitality project?
Early advice helps owners avoid land and approval problems, negotiate balanced operator terms and set up fee and tax structures that work with Bangladeshi banks. It also lets licensing, staffing and financing run in parallel with construction, so that the opening date is realistic. Fixing these issues later is usually more expensive and can delay opening or damage the relationship with the operator. Our hospitality team works with owners from concept to opening.

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