Bangladesh continues to attract foreign investment due to its growing economy, strategic location, large domestic market, and government incentives. Foreign companies can establish a presence through different legal structures, but each option comes with specific registration and compliance requirements.
This guide outlines the key requirements for foreign company registration in Bangladesh, covering the main entity types, essential approvals, documents, and post-registration steps.
Types of Entities Available for Foreign Companies
Foreign investors typically choose one of the following structures:
- Private Limited Company (Wholly Foreign-Owned or Joint Venture)
The most common option for full commercial operations. Allows 100% foreign ownership in most sectors (subject to certain restricted industries). - Branch Office
Suitable for companies that want to conduct business activities in Bangladesh while remaining an extension of the foreign parent company. - Liaison / Representative Office
Ideal for market research, promotion, and coordination. A liaison office cannot generate income or engage in commercial trading activities in Bangladesh.
Each structure has different approval authorities, capital requirements, and operational limitations.
Key Requirements for Foreign Company Registration
1. BIDA Approval (Bangladesh Investment Development Authority)
BIDA approval is mandatory for most foreign-owned entities, branch offices, and liaison offices. Applications are generally submitted through the BIDA One Stop Service (OSS) portal.
Key points:
- Required for 100% foreign-owned companies, branches, and liaison offices.
- Minimum capital requirement of USD 50,000 often applies for 100% foreign-owned companies (subject to sector and current policy).
- Security clearance may be required, especially for liaison and branch offices.
Learn more about the process: How to Get BIDA Approval in Bangladesh: Step-by-Step Guide for Investors.
2. Company Registration with RJSC (for Private Limited Companies)
For a private limited company:
- Name clearance from the Registrar of Joint Stock Companies and Firms (RJSC)
- Preparation of Memorandum of Association (MoA) and Articles of Association (AoA)
- Submission of incorporation documents
- Issuance of Certificate of Incorporation and digital company documents
3. Essential Documents Typically Required
While exact requirements vary by entity type, common documents include:
- Parent company’s Certificate of Incorporation and constitutional documents
- Board resolution authorizing the investment or establishment of the office
- Passport copies and photographs of directors / authorized representatives
- Proof of registered office address in Bangladesh
- Bank solvency or capital introduction documents
- Power of Attorney (if a local representative is appointed)
- Project profile or business plan (especially for BIDA)
4. Post-Registration Mandatory Requirements
After BIDA/RJSC approval, foreign companies must complete several local registrations:
- Trade License from the local City Corporation or Municipality
- TIN (Tax Identification Number) registration
- BIN (Business Identification Number) / VAT registration (if applicable)
- Opening of a corporate bank account
- Registration with Bangladesh Bank for capital remittance (where required)
- Work permits and visas for expatriate employees (if applicable)
Related resources:
Special Notes by Entity Type
Private Limited Company
- Full commercial rights
- Can repatriate profits subject to tax and Bangladesh Bank rules
- Requires ongoing RJSC and tax compliance
Branch Office
- Can engage in permitted commercial activities
- Parent company remains fully liable
- Requires BIDA approval and local compliance
Liaison Office
- Limited to non-commercial activities (promotion, coordination, market research)
- All expenses must be met from foreign remittances
- Cannot earn local income
- Must renew BIDA approval periodically
Detailed guidance is available here: How to Open a Liaison Office in Bangladesh – A Step-by-Step Guide.
Why Professional Assistance Matters
Foreign company registration involves multiple government bodies (BIDA, RJSC, NBR, Bangladesh Bank, City Corporation) and strict documentation standards. Errors in classification, incomplete documents, or delays in security clearance can significantly slow down the process.
Working with an experienced local consultant helps ensure:
- Correct entity selection
- Accurate document preparation
- Smooth coordination with authorities
- Timely completion of post-registration formalities (trade license, TIN, BIN, bank account, etc.)
Start Your Foreign Company Registration with Expert Support
- Rahman & Co. (SRCO BD) provides end-to-end support for foreign investors, including BIDA approval, company formation, trade license, tax registration, and ongoing compliance.
Explore our services: Business Setup Consultant in Bangladesh – Expert Support for New Companies and Legal Requirements for Foreign Investors in Bangladesh.
Ready to register your foreign company in Bangladesh?
Contact SRCO BD today for professional guidance and hassle-free processing.
📞 Call / WhatsApp: +880-1880-200 222
📧 Email: info@srcobd.com
🌐 Website: https://srcobd.com
📍 Office: Zeenat Bhaban (5th Floor), 41/1 Kazi Nazrul Islam Avenue, Kawranbazar, Dhaka 1215
Get started now — let our team help you establish your business presence in Bangladesh legally, efficiently, and with full compliance.
