Incorporation with the RJSC itself can be completed quickly once the name is cleared and the documents are ready, because the process is largely online. The longer part is usually what follows: opening a bank account, bringing in capital for foreign-owned companies, obtaining the e-TIN, trade licence and VAT registration, and securing any sector licences. The overall timetable therefore depends heavily on the business activity and on how quickly shareholders can sign and provide documents. We give each company formation client a step-by-step plan with realistic estimates, rather than a single headline figure that rarely survives real circumstances.

In most sectors, yes. Bangladesh generally permits full foreign ownership of a private limited company, and foreign investors are common shareholders. Some sectors have restrictions, caps or special licensing rules, for example in certain areas of telecommunications, financial services, media and security-related activities, so the sector must always be checked first. Foreign shareholders also need to bring in share capital through proper banking channels and register with the relevant investment authority. We confirm the position for the proposed activity before any company formation documents are filed, so there are no surprises later.

A private limited company is the usual choice where there are two or more shareholders and the business will earn revenue in Bangladesh. A one person company suits a single individual owner who wants limited liability with simpler governance. A branch is an extension of a foreign company rather than a separate legal person, so the parent bears its liabilities directly, and its permitted activities and remittances are subject to approval conditions. We compare liability, tax, governance, funding and exit for each option, and recommend the structure that best fits the client's plans and risk appetite.

Typical documents include the cleared name, memorandum and articles of association, details and identity documents of subscribers and directors, the registered office address and, for corporate shareholders, board resolutions and constitutional documents of the parent. Foreign documents usually need notarisation and attestation or apostille arrangements accepted in Bangladesh, which can take time. After incorporation, further documents are needed for bank accounts, tax and licences. We prepare a tailored checklist at the outset so documents can be gathered in parallel and signed once, rather than in several rounds that delay the whole process. Accuracy matters at every stage.

The Companies Act does not set a general high minimum capital for an ordinary private company, but the amount chosen still matters. Banks, licensing authorities and investment registration rules may expect capital that reflects the planned business, and some regulated sectors impose their own minimum capital requirements. For foreign-owned companies, the capital brought in also affects work permit applications and the ability to repatriate funds later. We advise on a sensible authorised and paid-up capital, and on whether some funding should be provided as shareholder loans instead, taking tax and foreign exchange rules into account.

A company can have foreign directors who live outside Bangladesh, and board meetings and resolutions can often be arranged to accommodate them. A foreign director or employee who will actually work in Bangladesh, however, usually needs an appropriate visa and a work permit from the relevant authority, which depends on whether the company is registered with Invest Bangladesh, BEPZA or the Hi-Tech Park Authority. Tax residence and personal tax obligations may also follow. We advise on director arrangements as part of the company formation plan, including how documents will be signed from abroad.

Direct ownership by the parent company is simple, but some investors use an intermediate holding company in a treaty jurisdiction for tax, financing, governance or exit reasons. The right answer depends on the parent's home tax rules, the double tax treaty position, substance requirements, withholding tax on dividends and interest, and the likely way the investment will be sold. Structures purely designed to avoid tax carry risk. We work with tax advisers in the relevant countries so that the holding structure is commercially justified, compliant and clearly documented from the start of company formation.

A company must hold annual general meetings, maintain statutory registers, file annual returns and other notices with the RJSC, keep proper accounts and have them audited, file tax returns and VAT returns, and renew its trade licence and any sector licences. Foreign-owned companies have additional reporting to the investment authority and the central bank. Missing filings can lead to fines and complicate later bank finance, licence renewals or share transfers. We provide a compliance calendar and, if wanted, ongoing company secretarial support so nothing important is missed. Keep each filing receipt, as banks and auditors often ask for them.