prpri Setting up of Company in Bangladesh Setting up of Company in Bangladesh

Bangladesh, a neighbouring country to India and a member of South Asian Association for Regional Co-operation (SAARC) adopts an ‘Open Door Policy’ to attract the foreign investors particularly through industrialization. The Bangladesh Export Processing Zone Authority popularly known as BEPZA is the administrative authority facilitates foreign investments in the EPZs.


At present, there are 8 Export Processing Zones in Bangladesh and the list is as under:-

1. Adamjee EPZ: Adamjee Nagar, Shiddirgonj, Narayanganj, 15 Krns form Dhaka city centers, 40 Kms from Hazrat Shahjalal (R) Airport, 255 Kms from Chittagong Port.

2. Chattogram EPZ: South Halishahar. 3.10 Ions from the sea port, 5.50 kms from the main business center, 1 1.30 kms from Shah Amanat International Airport, Chittagong.

3. Cumilla EPZ: Cumilla old Airport area. 167 kms from Chattogram port, 97 kms from Dhaka.

4. Dhaka EPZ: Savar. 35 kms from Dhaka city centre, 25 kms from Hazrat Shahjalal (R) Airport. 304 Kms from Chittagong Sea Port.

5. Ishwardi EPZ: Pakshl, Pabna. 3.7 kms from Pakshi Bridge through by pass road, 10.60 kms from Ishwardi Airport, 130 lams from Bangabandhu (Jamuna) Bridge, 220 kms form Dhaka, 280 Ions from Mongla port, 110 kms from Rajshahi Airport, 484 Iqns from Chittagong port.

6. Karnaphuli EPZ: North Potenga,Chittagong, 6 kms from Chittagong Port, 10 kms from main business center of Chittagong, 9 kms from Shah Amanat International Airport, Chittagong.

7. Mongla EPZ: Mongla port area, Bagerhat. 105 lams from Jessore Airport and 210 kms from Dhaka, 407 kms from Chittagong port.

8. Uttara EPZ: Shongalshi, Nilphamalå. 16 kms from Saiddpur Ailvort, 409 lams from Dhaka Airport, 682 kms from Chittagong Sea Port, 568 Kms from Mongla Sea Port


Industries which may be set up in Export Processing Zones (EPZs) of Bangladesh are classified as under:

Class A – 100% foreign owned including investment by Bangladeshi nationals ordinarily resident abroad;

Class B – Joint venture projects between Foreign & Bangladeshi entrepreneurs resident in Bangladesh;

Class C – 100% Bangladeshi entrepreneurs resident in Bangladesh.


Establishing an industry in Export Processing Zone has following benefits:

1. Tax reliefs

2. No ceiling investment

3. Full repatriation of capital & dividend

4. Remittance of royalty, technical and consultancy fees allowed

5. Foreign Currency loan from abroad under direct automatic route

6. Secured and protected bonded area

7. Simplified sanction procedure

8. Off-Shore banking facilities

9. Relocation of foreign industries allowed

10. Sub-contracting with export-oriented Industries inside and outside such export processing zones permitted.


Company Incorporation in Bangladesh could be a troublesome process if the right and applicable procedure is not known to one. There are several acts and provisions attached with the procedure of company incorporation in Bangladesh. Followings shall give an understanding of what is the procedure and what may be required to have a company incorporated in Bangladesh.

As per the Companies Act 1994, there are mainly three types of companies:

a. Company limited by shares,

b. Company limited by guarantee; and

c. Company with unlimited liability.

The steps for the registration or formation of a Private Company limited by shares in Bangladesh are detailed below:-

1. Name Clearance | Company Incorporation in Bangladesh:

It is an online process where the applicant has to make an application for name clearance. A nominal amount has to be deposited into the bank prescribed by the concern website. The name clearance is valid for 180 days and it is recommended that the company incorporation in Bangladesh is formed within this time; otherwise a new name clearance will have to be conducted.

2.  Documentation | Company Incorporation in Bangladesh:

The following documents would be required to be submitted to website for their verification:

1. Memorandum and Articles of Association of the company;

2. Promoters ‘resolution to open a Company in Bangladesh;

3. Obtaining and executing the following forms for registering the company with authority:

4. Filled in Form I: Declaration on registration of Company;

5. Filled in Form VI: Notice of situation of registered office;

6. Filled in Form IX: Consent of director to act;

7. Filled in Form X: List of persons consenting to be directors;

8. Filled in Form XII: Particulars of the directors, manager and managing agents.

3. Banking Formalities | Company Incorporation in Bangladesh:

In order to register the company with the authority, registration fee and stamp duty has to be paid in the prescribed bank of authority;

Such government fee shall be determined based on the authorized share capital of the proposed company;

Upon successful completion of all the formalities, a certificate of incorporation has to be obtained from the authority.

4. Return Filing | Company Incorporation in Bangladesh:

a) Annual Return: Every year the company must submit the following documents to the authority

Schedule X: It is an annual summary of share capital and list of shareholders; S.36;

Balance Sheet within 30 days from the date of Annual General Meeting (AGM);

Profit and Loss Account within 30 days from the date of AGM;

Form 23B: It is a letter of approval by the auditor to be submitted within 30 days since the date of appointment.

b) Return for any change in entity: In case of any change made in the company, a relevant return in prescribed form must be filed with the authority.

For further information please contact at details given in bio or call 8758077315.

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July 2021