Private Limited Company Registration in Bangladesh 2021

Every company in Bangladesh should register at the time of starting. Registering a private limited company is not hard. One has to know the whole process of how to register. Otherwise, it will seem that the way of registering a company is too complex to do. On this page, you will have the procedure, registration requirements, timeline, and other related information about the operating company.

How to register a company in Bangladesh

Private Limited Company Registration in Bangladesh
Private Limited Company Registration in Bangladesh

Bangladesh has a set of rules on how to start a company. When anyone goes to register a company, it is registered as a private liability company. This is generally known as a private limited company. Every private limited company has its own legal entity. The company is liable for everything. If a company falls because of an accident and be debt, only the company will be liable for this. A company has to contribute to everything.

The age-appropriate for company registration

The many under 18 are not judged as mature in Bangladesh. So anyone who does not cross 18 will not be able to register a company. According to the Companies Act 1994, any person more than 18 can register a company in Bangladesh.

Key facts about company formation

Company Name: It is one of the most important things. The name is the identity of a company. People will not know you but will know the name of your company. At the time of choosing a name, one must be sincere. A name is the most valuable than plenty of assets. So you have to keep the name maintaining coherence with the activities of your company. When you go to register a company, you must select the name.

Directors

To lead a company, two directors are obligatory. A director may be foreign or local. Some conditions are applicable to be the director of a company. Age must be above 18. One must not be bankrupted and convicted for any illegal activities. The law requires that a director must have the qualification to lead a company appropriately.

Shareholders

Shareholders are the parts of a company. In Bangladesh, A company is run with two shareholders or more than 50 shareholders. A shareholder or a director can be a different person or the same. Another company also can be a shareholder of a new company. An existing shared can be shared with another person following the rules of incorporation.

Authorized Capital

The article of Association, mentioning authorized capital is carrying need. The capital can be minimum or maximum. Paid capital is known as share capital. You have to show the rate of paid capital for registering a company. The rate of capital can be increased in any time after registering appropriately.

Registered Address

For registering a company in Bangladesh, one has to provide the physical address of a company. The physical address can be commercial or residential. A company must prepare an article of association for registering.

Foreign company registration in Bangladesh

Because of having cheap labor and other opportunities, foreigners want to invest in this country. Already, they have established many companies. When any foreigners want to register a company, they have to take the steps. First of all, A bank account should create with the name of the proposed company. The name of the company will obtain from (RJSC). (RJSC) stands for the registrar of joint-stock companies. Taking the first step is mandatory for foreign’s investors in Bangladesh. The foreigners can build a company in Bangladesh without visiting. But opening a Bank Account is the first requirement. It is not mandatory in which bank you want to open a bank account.  It is not mandatory that all shareholders have to be foreigners.

It is not needed to obtain a special visa to lead a private limited company. You have the chance to lead a company in Bangladesh. Having a work permit is crucial to run a private company in Bangladesh.

Required documents

The documents are required for the company’s incorporation in Bangladesh. The following information is the requirement of the government.

Company Name

A name clearance must be obtained.

  • Name of private company
  • Memorandum of Association
  • Directors Particulars Registered Address
  • National ID if the shareholder is a Bangladeshi)
  • A scanned copy in PDF will be required.
  • Including Tax Identification Number
  • Singed Form IX and Subscriber Page.
  • Copy of passport of shareholder and director.

Company registration procedure in Bangladesh

The company registration procedure is not complex but computerized. You must need the three distinctive steps for registering your company. These are name clearance, Bank Account, and company registration.

Name clearance

You need to select the company name of your proposed bank account. You have to apply for the name clearance www.roc.gov.bd. First of all, log in to the site and then apply for having name clearance. You will have a bank payment slip, you have to pay this 600 taka to a specific bank. After paying money, you will log in again RJSC website for name clearance. You must go through the guidelines of RJSC minutely for having all the directions.

It does not take time to approve your name. But sometimes, the authority will take time when they think that your name may be a copy of another trademark or the name is already reserved. You have to be sincere about some facts for approving the name as fast as possible.

  • The name should not have similarities with another name.
  • The name should not be infringed with another trademark.
  • The name already reserved will be banned from approval.
  • 6 months ago, the name should be reserved for clearance.

Bank account opening and bringing

If your company has a shareholding of a foreign partner, you have had to take the steps. You have to open any bank account in Bangladesh. You should remit money after opening an account so that shareholders can be owners from outside of Bangladesh. You will have an Encashment Certificate. This is a requirement of RJSC for incorporation.

Register company in BD

After collecting all the required information, you need to upload this information through the RJSC’s website. Thereafter, you will have a bank payment slip along with the stamp duty. You must go through all the information on RJSC’s website. After paying, follow the RJSC for obtaining an incorporation certificate. The employee of the RJSC will check all the provided documents.  If they are satisfied, they will ensure you a digitally signed certificate of a corporation.

You will have mail from the RJSC account. They will mail you attaching moa and AOA, and Form XII.  If the incorporation procedure gets late because of any reason, you may ask or email for having additional information or taking quick steps.

Incorporating a private limited company in Bangladesh is not complicated. Every rule and regulation has been designed already. The rule of a private company limited with all Bangladeshi is different. The rules in the spheres of the foreign investor are different somewhat. But you will have a clear crystal idea of how to take steps appropriately.

The page already covers everything about how to take steps. Just go through the pages and take steps one by one. You can register your private limited company within a short time. It is not a crucial issue whether you want to build a private limited company with a local partner and a foreign partner.

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