No. Bangladesh has no franchise statute, no pre-contract disclosure obligation and no franchise registration requirement. Franchise law in Bangladesh is a combination of the Contract Act 1872, the Trademarks Act 2009, the Copyright Act 2023, foreign exchange regulation, tax law, the Competition Act 2012 and sector licensing rules. This gives the parties wide freedom to agree terms, but it also means that protections found in other countries, such as statutory disclosure or cooling-off periods, do not apply automatically. The quality of the written agreement therefore matters more than in many markets, and gaps are filled by general contract principles.

Yes, but the payment route must be planned. Royalties, franchise fees and technical fees are remitted through the franchisee's authorised dealer bank, which will ask for the agreement, tax documents and any regulatory approval. Remittance of royalties and technical fees has historically been subject to approval and percentage limits, a function now handled by Invest Bangladesh following the 2026 merger, alongside Bangladesh Bank rules. Withholding tax applies to payments to non-residents and may be reduced under a double tax treaty. We structure the fee schedule so that it is acceptable to the bank before the agreement is finalised.

Yes, ideally well before. A Bangladeshi trademark registration gives the brand owner the clearest basis to stop others using the mark and to support customs and enforcement action. Applications are filed with the Department of Patents, Designs and Trademarks, and registration can take time, so filing early protects the brand during negotiations. Brand owners sometimes find that a local business has already applied for a similar mark, in which case opposition or cancellation proceedings may be needed. Franchise law advice at this stage should include a clearance search and a filing plan covering all key classes.

It depends on the brand's resources and ambitions. Under a master franchise, a local partner takes the right to develop the whole country or a region and may open outlets itself or sub-franchise them, which reduces the brand owner's management burden but concentrates risk in one partner. Direct franchising gives more control but needs more support from abroad. Many brands entering Bangladesh choose a master or area developer model with clear development targets and step-in rights. We help assess the partner's finances, set realistic targets and draft the master agreement so that failure to perform has clear consequences.

Generally, parties to an international franchise agreement can choose a foreign governing law and arbitration seat, and Bangladesh courts usually respect that choice in commercial contracts. However, some matters remain subject to Bangladesh law regardless of the choice, including trademark rights, foreign exchange controls, tax, licensing, labour and competition rules, and the enforcement of injunctions against local operators. A foreign arbitral award must be enforced in Bangladesh under the Arbitration Act 2001. We review how the chosen law interacts with franchise law requirements in Bangladesh and draft dispute clauses that can actually be enforced here.

Non-compete clauses during the term are generally enforceable as part of the franchise relationship. Post-termination restraints are more difficult, because the Contract Act 1872 treats agreements in restraint of trade as void except in narrow cases. A restraint that protects confidential know-how, customer goodwill or the brand for a limited period and area is more defensible than a broad ban on competing. We draft restraints with these limits in mind, and rely more on confidentiality, de-branding and intellectual property obligations to protect the system after termination, since those are easier to enforce in practice.

It can. The Competition Act 2012, enforced by the Bangladesh Competition Commission, prohibits anti-competitive agreements and abuse of dominance. Exclusive territories, mandatory supply from approved sources and price recommendations are common in franchising and are usually justifiable, but fixing resale prices or restrictions that go beyond protecting the system may raise concerns, particularly for large networks. The Commission's enforcement practice is still developing. Franchise law advice should therefore review pricing, supply and territorial clauses for competition risk, especially where the brand or its local partner already has a strong market position.

Termination rights depend on the agreement, because there is no statutory franchise termination regime in Bangladesh. A well-drafted agreement sets out clear breaches, notice and cure periods, and post-termination obligations such as de-branding, return of manuals and payment of outstanding fees. Where the franchisee refuses to stop using the brand, the franchisor may need an injunction from a Bangladesh court, supported by its trademark registration. Damages claims follow general contract principles. We advise on building the evidence, serving notices correctly and choosing between arbitration, court proceedings and a negotiated exit to protect the brand.