Why Register a Private Limited Company in Bangladesh?
A Private Limited Company (PLC) is a separate legal entity that protects owners from personal financial risks. It is a great option for startups and small businesses. Key benefits include limited liability protection, which keeps your personal assets safe. It also gives your business more credibility, making it easier to get investors and customers. Bangladesh allows 100% foreign ownership, making it attractive for global businesses. Plus, registered companies can enjoy tax benefits and other financial incentives.
Steps to Register a Company in Bangladesh
Step 1: Get Name Clearance from RJSC
The first step is to reserve a unique company name from the Registrar of Joint Stock Companies and Firms (RJSC). Apply online at www.roc.gov.bd, pay a BDT 200 fee, and get your Name Clearance Certificate in 1-2 days.
Step 2: Prepare Necessary Documents
After getting name clearance, prepare the required documents. These include:
- Memorandum of Association (MoA) – Defines company objectives.
- Articles of Association (AoA) – Lists company rules.
- Form IX – Consent of directors.
- Form XII – List of directors.
- Copies of NID/passport for shareholders and directors.
- Registered office address.
This step usually takes 2-3 days.
Step 3: Open a Bank Account & Deposit Capital
If your company has a foreign investment or a large capital amount, you must open a temporary bank account and deposit the paid-up capital. You will receive an Encashment Certificate from the bank. There is no minimum capital requirement, but BDT 1,00,000 or more is recommended. This process takes 2-4 days.
Step 4: Register with RJSC
Once all documents are ready, submit them to RJSC for approval. Pay the registration fee, which depends on your authorized capital. After submission, you will receive a Certificate of Incorporation in 3-7 working days. The total cost is usually BDT 10,000 – 50,000, depending on capital size.
Step 5: Post-Registration Legal Steps
After registration, complete these legal steps:
- Get a Trade License from the city corporation (BDT 5,000-20,000).
- Register for Tax Identification Number (TIN) (Free from the National Board of Revenue).
- VAT Registration (BIN) – Required for certain businesses.
- Convert your bank account to a fully operational account.
- Register with labor authorities if hiring employees.
These steps take 7-10 days.
How Long Does Company Registration Take?
The timeline depends on government processing and paperwork preparation:
- Name clearance: 1-2 days
- Document drafting: 2-3 days
- Bank account setup: 2-4 days
- RJSC submission: 3-7 days
- Post-registration steps: 7-10 days
On average, the full process takes 2-4 weeks.
FAQs on Company Registration in Bangladesh
1. How many directors are required?
A Private Limited Company needs at least two directors.
2. Can foreigners register a company in Bangladesh?
Yes, foreign nationals can own 100% shares, but they must deposit paid-up capital and follow regulations from the Bangladesh Investment Development Authority (BIDA).
3. What is the cost of company registration?
The cost varies based on authorized capital, legal fees, and compliance costs. On average, it ranges from BDT 10,000 – 50,000+.
Need Help with Company Registration?
At Habib Sarwar Bhuiyan & Co., Chartered Accountants (HSB), we provide complete company registration services in Bangladesh. From name clearance to legal compliance, we ensure a smooth and hassle-free experience.
Our expert team helps with:
✅ Business setup guidance
✅ Legal & tax compliance support
✅ Fast & affordable company formation
📞 Contact Us today to start your business journey! 🚀
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