Most online businesses need a suitable legal entity or registered proprietorship, a trade licence from the local authority, a tax identification number and VAT registration where applicable. Many digital sellers should also obtain a Digital Business Identity (DBID) from the Ministry of Commerce, and platforms dealing in regulated products, such as medicines, food or financial services, may need licences from sector regulators. Foreign-owned platforms must also register the investment and bank their capital correctly. We prepare a tailored registration plan, handle the applications and confirm which approvals are legally essential and which are commercially advisable for an e-commerce launch.

The Guidelines are aimed at digital commerce broadly, and sellers who take orders through Facebook pages, Instagram, WhatsApp or similar channels are generally expected to follow the same core principles on product information, delivery, payment and refunds. In practice, regulatory enforcement attention has focused on larger platforms, but consumer complaints can be made against any seller, and the Consumer Rights Protection Act applies regardless of size. We help social commerce businesses put simple, compliant processes in place, including order confirmations, delivery timelines and refund rules, without the cost of a full e-commerce marketplace compliance programme.

After serious failures in the sector, rules were tightened so that advance payments from customers are generally held through approved escrow or similar arrangements until delivery is confirmed, rather than flowing immediately to the platform. The precise mechanism depends on the payment provider and current Bangladesh Bank instructions. Platforms must also be careful not to hold or move customer funds in ways that look like an unlicensed payment service. We review the payment flow, the agreements with providers and the refund process, and design an e-commerce payment structure that protects customers and keeps the business compliant.

The Digital Commerce Operation Guidelines set expectations for delivery within stated timeframes, for refunding customers promptly when orders are cancelled or not delivered, and for clear return policies. Consumer law also prohibits misleading claims about price, quality or availability. Delays, unclear policies and refunds paid late are the most common causes of complaints to the consumer protection authority. We draft refund and delivery policies that reflect the Guidelines and your logistics capability, train customer service teams on escalation, and advise on handling peak periods such as Eid and other seasonal e-commerce sales without breaching the rules.

Foreign companies can participate in digital commerce, but the structure needs care. Options include a locally incorporated subsidiary, a joint venture with a Bangladeshi partner, or cross-border sales from abroad, each with different licensing, tax and foreign exchange consequences. Sector policies may impose conditions on foreign participation in some activities, and the investment should be registered properly with Invest Bangladesh from the outset. Cross-border e-commerce platforms may have VAT obligations even without a local entity. We assess the options, confirm current restrictions and set up a structure that supports growth and later repatriation of profits.

Online businesses collect names, addresses, phone numbers, payment details, browsing behaviour and delivery information, much of which is personal data under the Personal Data Protection Act 2026. Sellers need a lawful basis for processing, clear privacy notices, sensible retention periods, appropriate security, controls on sharing data with merchants and couriers, and compliance with rules on transferring data outside Bangladesh. Marketing by SMS, email and social media also needs care. We prepare practical data protection programmes for e-commerce businesses that fit their size and technology, rather than generic documents copied from overseas templates that ignore local practice.

Liability depends on the platform's role, its terms and the facts. A marketplace that controls listings, pricing, payment and delivery may be treated more like a seller than a passive intermediary, particularly in consumer complaints. Clear seller agreements, product listing rules, verification of merchants, notice and takedown procedures and indemnities help manage this risk, although contracts cannot exclude every obligation that the law imposes for the benefit of consumers. We draft marketplace documents that allocate responsibility fairly, set out practical procedures for counterfeit and unsafe products, and help platforms respond when an e-commerce complaint names them alongside a merchant.

Online businesses generally face the same VAT and income tax rules as other businesses, with particular questions about the value on which VAT is charged by marketplaces, the treatment of commissions and delivery fees, withholding obligations on payments to merchants and service providers, and supplies made by non-resident platforms. Cash on delivery and payment gateway records must reconcile with VAT returns. Errors can result in assessments, interest and penalties that surface years later. We work with your tax advisers to structure pricing, invoicing and contracts so that the e-commerce model is tax compliant and audit ready.