Comprehensive Company Registration Services
Practical legal guidance for forming and registering corporate entities in Bangladesh. This page explains common entity types, regulatory steps, required documentation, and practical considerations to help founders and in-house counsel prepare for registration procedures.
This is general information and does not create a client relationship. See the disclaimer at the end for details.
Overview
Company registration is the formal process of creating a legal entity that can enter contracts, hold assets, and operate a business. The specific steps depend on the entity type, industry, and regulatory regime. This page summarises common structures, typical documentation, and the procedural stages you can expect when preparing to register a company in Bangladesh.Common entity types
Choosing the right structure matters for governance, tax treatment, investor relations and compliance obligations. Common options include:- Private limited company: Separate legal personality, limited liability for shareholders, common for SMEs and startups.
- Public limited company: Suitable where outside capital raising and public issuance of shares is planned.
- Branch or liaison office: For foreign companies seeking a presence without a separate local subsidiary.
- Sole proprietorship and partnerships: Simpler forms with different liability and tax implications.
Typical registration process
| Stage | What it involves | Practical notes |
|---|---|---|
| Preparatory checks | Name availability, regulatory approvals, share structure and preliminary documentation. | Reserve alternate names and confirm sectoral licences early. |
| Document drafting | Memorandum and Articles/Constitution, directors’ consents, shareholder agreements (if needed). | Align governance documents with intended investor rights and local requirements. |
| Filing & registration | Submission to the relevant registrar, payment of statutory fees and statutory compliance filings. | Timing can vary by registry workload and completeness of filings. |
| Post‑registration compliance | Tax registration, social security, opening bank accounts, sectoral licences. | Coordinate bank KYC and tax registrations to avoid operational delays. |
Essential checklist
- Proposed company name and alternative names
- Director and shareholder identification (national ID or passport)
- Registered office address
- Draft constitution or Articles/Memorandum
- Proof of capital or subscriber details where required
Required documents and timing
Document requirements vary by entity type and sector. Expect to provide identity documents for directors and shareholders, the company constitution, and proof of registered address. Some sectors require pre‑approvals which will extend timelines.Typical registration times range from a few business days where filings are complete, to several weeks when sectoral licences or additional clearances are required.Practical considerations before you register
- Decide governance (board size, reserved matters, decision thresholds) early to reflect investor expectations.
- Consider tax registration and transfer pricing obligations if cross‑border activity is expected.
- For inbound investments, review foreign investment restrictions and necessary approvals.
- Plan bank account opening and KYC as part of post‑registration tasks.
Frequently asked questions
How do I choose the right entity type?
Choice depends on ownership structure, liability preferences, capital needs and intended activities. Consider tax, investor expectations and sectoral rules. We recommend preparing a short business brief to review options with counsel.
How long does registration take?
Timing depends on the completeness of filings and any sectoral approvals. Where all documents are in order, registry processing can be quick; if licences are required, allow additional weeks.
What are the key post‑registration tasks?
Typical next steps include tax registration, bank account opening, statutory books, company seals (if applicable), and obtaining sectoral licences or permits needed for operation.
Can a foreign investor hold 100% of shares?
That depends on the sector and applicable foreign investment rules. Some sectors have restrictions or approval requirements. Seek regulatory guidance early in the planning stage.
What documents do I need for director appointments?
Usually identity (passport or national ID), proof of address, director consent forms, and qualification statements if required by local rules. Non‑resident directors may have additional KYC steps.
Next steps
If you are preparing to register a company, gather the basic checklist above and schedule a short advisory meeting to confirm the ideal entity type and filing strategy.Book consultationLegal-information disclaimer
The information on this page is general and for planning purposes only. It does not constitute legal advice and does not create a solicitor‑client relationship. For advice tailored to your situation, please book a consultation or contact us at info@trw.org.Start registration with practical, people-first guidance
If you are preparing to incorporate or need sectoral clearance advice, we can review your documents and outline next steps.
