Company Affairs

Company Affairs

Introduction

Company affairs services play a crucial role in ensuring that businesses operate within the legal and regulatory framework of Bangladesh. These services cover a broad spectrum, including company registration, compliance, corporate governance, and business restructuring. Companies, both local and foreign, rely on professional service providers to handle their corporate affairs efficiently.

Company Registration and Incorporation

The first step to establishing a business in Bangladesh is company registration. The process involves:

  • Name Clearance: Obtaining name approval from the Registrar of Joint Stock Companies and Firms (RJSC).
  • Drafting Incorporation Documents: Preparing the Memorandum and Articles of Association, Form IX, and other necessary documents.
  • Submission to RJSC: Filing all necessary documents and obtaining the Certificate of Incorporation.
  • Tax Registration: Registering for a Taxpayer Identification Number (TIN) and Value Added Tax (VAT).
  • Trade License and Other Permits: Securing trade licenses and sector-specific permits, if applicable.

Regulatory Compliance and Corporate Governance

Businesses in Bangladesh must comply with various laws and regulations, including:

  • The Companies Act, 1994 – Governs the incorporation, operation, and management of companies.
  • Bangladesh Securities and Exchange Commission (BSEC) Regulations – Applicable for listed companies.
  • Taxation and Financial Reporting Requirements – Ensuring compliance with tax laws and financial reporting standards set by the National Board of Revenue (NBR).
  • Employment and Labor Laws – Adhering to the Bangladesh Labour Act, 2006, and associated rules.

Annual Filings and Reporting

Companies are required to file annual returns and reports to maintain compliance, including:

  • Annual Return Filing with RJSC
  • Income Tax Return Submission
  • VAT Return Filing
  • Financial Statement Audits

Business Restructuring and Corporate Changes

Company affairs services also cover restructuring and corporate modifications, such as:

  • Share Transfers and Allotments
  • Mergers and Acquisitions
  • Business Dissolution and Liquidation
  • Changing Company Structure (e.g., conversion from private to public limited company)

Foreign Investment and Liaison Office Setup

Foreign investors seeking to establish a presence in Bangladesh can benefit from:

  • Foreign Direct Investment (FDI) Guidance
  • Liaison or Branch Office Registration
  • Regulatory Approvals from Bangladesh Investment Development Authority (BIDA)
  • Work Permit and Visa Assistance

Conclusion

Managing company affairs in Bangladesh requires in-depth knowledge of legal and regulatory frameworks. Professional company affairs service providers help businesses navigate these complexities, ensuring compliance, operational efficiency, and long-term growth. Whether a startup, multinational corporation, or foreign investor, leveraging expert services in corporate affairs is essential for sustainable business success in Bangladesh.