Energy (Oil & Gas) Legal Support in Bangladesh
Energy law advice for oil and gas businesses in Bangladesh: upstream bids and production sharing contracts, LNG import and regasification, pipelines and storage, downstream licensing, acquisitions, project finance and disputes, for international oil companies, service providers, investors, contractors, traders and state-linked partners.
- Frame the decision
- Map law and approvals
- Negotiate and document
- Operate and protect
Oil and gas energy law in Bangladesh: our approach
Natural gas has powered Bangladesh's industrial growth for decades, fuelling power plants, fertiliser factories and the garment sector. Declining domestic production, rising demand and the cost of imported LNG now make the oil and gas sector one of the most strategically important parts of the country's energy system. We advise international oil companies, service contractors, LNG suppliers, infrastructure investors, traders, lenders and Bangladeshi businesses on the legal framework for exploration, production, import, transmission, storage and distribution of oil and gas, and on the commercial contracts that hold these projects together. Our advice is practical and commercially grounded.
The sector is shaped by a small number of powerful institutions. Petrobangla and its subsidiaries hold central roles in exploration, production, transmission and distribution of gas, while the Bangladesh Petroleum Corporation is responsible for much of the import, refining and marketing of petroleum products. The Bangladesh Energy Regulatory Commission licenses many energy activities and sets or reviews certain tariffs. Policy sits with the Energy and Mineral Resources Division. Understanding how these bodies interact, and where approvals or negotiations sit with each of them, is essential for anyone entering or expanding in the market. Relationships with these bodies matter.
Upstream opportunities are usually accessed through bidding rounds and production sharing contracts with the government and Petrobangla under the petroleum legislation, with model contracts setting out work programmes, cost recovery, profit sharing, gas pricing and relinquishment. Midstream and downstream projects, such as LNG terminals, pipelines, storage depots, LPG plants and fuel distribution, involve separate licensing, land, environmental and safety approvals. Energy contracts concluded in earlier years have faced government review since 2024, so investors should expect careful scrutiny of pricing, procurement and value for money in new deals and renegotiations. Diligence should test pricing and approval history.
We approach each mandate by identifying the decision the client needs to make: whether to bid, how to structure a consortium, what to negotiate in a gas sales or LNG agreement, how to finance an asset or how to respond to a dispute. We then map the relevant laws, approvals and contracts and the points where Bangladesh-law advice interacts with technical, commercial and foreign-law input. Our energy work draws on colleagues across our projects and real estate practice and our regulatory team, giving clients a single coordinated view. Clear priorities save time and cost.
Foreign participation brings additional questions. Since 23 August 2026, the functions of BIDA, BEZA and the PPP Authority have been carried out by Invest Bangladesh under the Invest Bangladesh Act 2026, which handles foreign investment registration, incentives and public-private partnerships. Repatriation of profits and cost recovery, foreign currency payments for LNG and services, withholding tax on payments to non-residents, which the Finance Act 2026 reduced to 10% for interest, and work permits for expatriate staff all affect project economics. We work with counsel in the UK, US, UAE, China, India and Singapore where contracts are governed by foreign law.
Core workstreams
Four clear stages
- 01Frame the decision
- 02Map law and approvals
- 03Negotiate and document
- 04Operate and protect
Talk to a partner
Consultations in Dhaka or by video. Scope, team and fees are agreed in writing first.
Book →Oil and gas energy work we handle
Upstream bids and PSCs
- Frame the decision
- Map law and approvals
- Negotiate and document
- Operate and protect
LNG and gas supply
- Frame the decision
- Map law and approvals
- Negotiate and document
- Operate and protect
Pipelines, storage and terminals
- Frame the decision
- Map law and approvals
- Negotiate and document
- Operate and protect
Downstream and LPG
- Frame the decision
- Map law and approvals
- Negotiate and document
- Operate and protect
Acquisitions and joint ventures
- Frame the decision
- Map law and approvals
- Negotiate and document
- Operate and protect
Finance and disputes
- Frame the decision
- Map law and approvals
- Negotiate and document
- Operate and protect
Upstream bids and PSCs
We advise international and regional oil companies on bidding rounds, eligibility requirements, consortium arrangements and the negotiation of production sharing contracts with the government and Petrobangla. We review work programme commitments, cost recovery and profit split mechanisms, gas pricing provisions, fiscal terms, stabilisation, relinquishment, decommissioning obligations and dispute resolution, and we help operators manage the contract once exploration or production begins. Our aim is a contract the operator can live with for decades.
LNG and gas supply
We advise on LNG sale and purchase agreements, spot and term cargo arrangements, floating storage and regasification projects, terminal use agreements, gas sales agreements and transportation arrangements. Key issues include pricing formulas, take-or-pay and delivery obligations, force majeure, shipping, payment security in foreign currency, change in law and termination, all assessed against the realities of the Bangladesh energy market. We also advise on cargo diversion and resale restrictions.
Pipelines, storage and terminals
Midstream infrastructure requires land and right of way, environmental clearance, explosives and safety licences, BERC licensing where applicable and agreements with transmission and distribution companies. We advise developers, contractors and lenders on these approvals, EPC and operation contracts, access and tariff arrangements and the allocation of risk between project companies, state-owned counterparties and users of the infrastructure. Community and land compensation issues are planned for early. Lender requirements are built in.
Downstream and LPG
We help businesses enter and operate in the downstream petroleum and LPG markets, including import, storage, bottling, distribution and retail. This covers licensing from BERC and the Department of Explosives, product quality and safety standards, pricing rules where they apply, dealer and distribution agreements, customs and VAT, and the compliance procedures that inspectors and regulators expect operators to maintain. We also review insurance and incident response arrangements.
Acquisitions and joint ventures
We act on acquisitions and disposals of oil and gas interests, farm-ins and farm-outs, joint operating agreements, service company acquisitions and joint ventures with Bangladeshi partners. We carry out legal due diligence on licences, contracts, approvals, land, disputes and compliance, advise on change-of-control consents and government approvals, and help structure transactions that work under Bangladesh corporate, tax and foreign exchange rules. Post-closing integration and consents are planned carefully.
Finance and disputes
We advise lenders and borrowers on project and corporate financing for energy assets, including security over Bangladesh assets, foreign loan approvals and payment structures. We also handle oil and gas disputes, including cost recovery disagreements, gas price reviews, contractor claims and termination disputes, through negotiation, expert determination, arbitration and court proceedings, alongside foreign counsel where needed. Strategy reflects both legal merit and commercial relationships. Enforcement options, including recognition of foreign awards in Bangladesh, are considered before a claim is filed.
Partner-led, on every matter.
Projects & Real Estate matters at TRW are led by partners, supported by associates, with one responsible lawyer from first advice to final outcome.
Meet the firm →01How can a foreign company access upstream oil and gas energy opportunities in Bangladesh?
Upstream access is usually through competitive bidding rounds for onshore or offshore blocks, leading to a production sharing contract with the government and Petrobangla. Companies may also join existing contracts through farm-ins, acquire interests from current holders with the necessary consents, or provide services to Petrobangla or its subsidiaries. Eligibility, financial capability, technical experience and bid requirements are set out in the tender documents for each round. We review the documents, advise on consortium structures and help bidders understand which terms are negotiable before committing to a bid in the Bangladesh energy sector. Early review exposes unusual terms.
02What are the key terms of a production sharing contract in Bangladesh?
A production sharing contract typically sets out the exploration period and minimum work programme, the contractor's obligation to fund operations, how costs are recovered from production, how remaining profit petroleum is shared, gas pricing and marketing, Petrobangla's rights to participate or purchase, relinquishment of acreage, decommissioning, fiscal terms, local content and employment, stabilisation, termination and dispute resolution, often through international arbitration. Model contracts are revised from time to time to attract investment. We help companies understand the commercial impact of each provision and negotiate clarifications where the tender permits, focusing on the long life of energy investments.
03Who regulates oil and gas energy activities in Bangladesh?
Policy is set by the Energy and Mineral Resources Division of the Ministry of Power, Energy and Mineral Resources. Petrobangla and its subsidiaries are central to exploration, production, transmission and distribution of gas, and the Bangladesh Petroleum Corporation handles much of the petroleum products sector. BERC issues licences for many energy activities and is involved in tariff determination. The Department of Explosives licenses storage and handling of petroleum and LPG, and the Department of Environment grants environmental clearance. Other agencies, including Invest Bangladesh, may be relevant depending on the project. We help clients identify which approvals sit where.
04What approvals does an LNG or gas infrastructure project need?
An LNG terminal, pipeline or storage project usually needs a mix of approvals, including agreements with Petrobangla or its subsidiaries, licensing by BERC where the activity requires it, environmental clearance from the Department of Environment, explosives and safety licences, land or seabed rights, port and maritime permissions, and foreign investment registration and incentives through Invest Bangladesh. The list depends on the asset, location and procurement route. We prepare an approval map early, because these approvals often depend on each other and on the timetable of the wider energy project. Applying out of order can stall projects.
05How is natural gas priced in Bangladesh, and why does it matter to investors?
Gas prices for end-user categories are set or approved through regulatory processes involving BERC and the government, and they have changed significantly in recent years as imported LNG has become a larger part of supply. Prices paid to upstream producers are set by their production sharing contracts, while LNG prices follow the formulas in supply contracts. These different price levels create financial pressures across the gas chain, which can affect payment performance by state-owned buyers. We help energy investors understand pricing mechanisms and negotiate payment security provisions that reflect this risk. Price review clauses deserve close attention in long-term contracts.
06Can a foreign company own a downstream fuel or LPG business?
Foreign investment in downstream businesses such as LPG import, storage and distribution is possible, subject to licensing requirements, safety rules and current investment policy. Investors usually establish a Bangladeshi company, register the investment with Invest Bangladesh and obtain licences from BERC and the Department of Explosives, along with environmental, fire and local authority approvals for facilities. Some petroleum product segments remain dominated by state-owned entities. We advise on the structure, approvals and contracts needed to operate, and on how to manage regulatory inspections and compliance in this part of the energy market. Keep licence and safety records inspection-ready.
07How are oil and gas energy disputes resolved?
Production sharing contracts and many international supply and service contracts provide for international arbitration, often under major institutional rules or UNCITRAL Rules with a neutral seat, sometimes with expert determination for technical or accounting issues. Domestic contracts may provide for arbitration in Bangladesh under the Arbitration Act 2001 or for court proceedings, where the Commercial Courts Act 2026 may apply. Bangladesh is a party to the New York Convention, so foreign awards can generally be enforced. Disputes with state entities raise additional questions about approvals, immunity and enforcement against assets, which we assess at an early stage.
08What tax issues commonly arise for oil and gas businesses in Bangladesh?
Tax issues include the fiscal regime in the production sharing contract, corporate income tax, withholding tax on payments to contractors and non-residents, VAT and customs on imported equipment and services, and treaty relief where available. The Finance Act 2026 reduced withholding on interest paid to non-residents from 20% to 10%, which affects financing costs. Tax provisions in energy contracts and their interaction with general tax law can be complex, so we work with tax advisers to review structures, gross-up clauses and payment flows before transactions are signed and to support clients in later reviews or disputes.
From first call to resolution.
- 01
Frame the decision
We clarify the client's objective, whether bidding, investing, contracting, financing or resolving a dispute, and identify the Bangladesh-law questions, counterparties and approvals that will shape it. This early framing keeps the work focused and proportionate to the opportunity or risk.
- 02
Map law and approvals
We prepare a practical map of the legal framework, regulators, licences and contracts relevant to the energy asset or transaction, highlighting dependencies and items likely to affect the timetable. The map is updated as the project develops and new information emerges.
- 03
Negotiate and document
We draft and negotiate production sharing, supply, infrastructure, construction, joint venture and finance documents, aligning commercial terms with regulatory requirements and the client's risk position. Drafts are reviewed with technical and commercial teams before submission to counterparties. Key risks are explained plainly.
- 04
Operate and protect
We support clients through licensing, operations, renewals, audits, contract reviews and disputes, responding quickly when payment delays, regulatory changes or counterparty issues threaten the investment. Ongoing support helps protect value over the full life of the asset. We track obligations and renewal dates so that nothing lapses unnoticed.
“Demonstrates an extraordinary command over both domestic litigation and international arbitration.”
The Legal 500 Asia Pacific, Bangladesh: Dispute resolution, client feedback
Related reading.

Power and Energy Law in Bangladesh 2026: BERC, Power Contracts and Energy Deals

Energy Arbitration in Bangladesh 2026: Power, Gas and LNG Disputes, Price Reviews and Enforcement

Energy Company Registration in Bangladesh: 2026 Guide

Project Finance in Bangladesh: Legal Structure and Key Agreements (2026)
All insights →
What does your energy practice cover in oil and gas?
Is BERC the main energy regulator?
Do you advise service contractors?
Can existing energy contracts be renegotiated?
What role does Invest Bangladesh play in energy investment?
Do you handle environmental issues for oil and gas projects?
Can you help with gas supply interruptions?
How do we start an energy matter with TRW & Co?
Move your oil and gas plans forward with clarity
Speak with the partners about energy in Bangladesh or across borders.
Book a consultation →














