Verify the uniqueness of the proposed company name on the website of the Registrar of Joint Stock Companies and Firms
Agency: Registrar of Joint Stock Companies and Firms
The search for the availability of a company name was computerized in 2003. After checking that the proposed company name is available for registration, the entrepreneur then applies for name clearance through the Registrar of Joint Stock Companies and Firms (RJSC) website. The status of the application can be checked online and is usually accepted or rejected within 1 working day. If accepted, the company name is reserved for 6 months. A print out of the name clearance certificate must be submitted to the RJSC, along with the other required documents for incorporation. In addition to the BRAC Bank, the name reservation fee may be paid at the following designated banks: One Bank and Mutual Bank.
Time and cost: Less than 1 day (online procedure), BDT 200 without VAT (paid at a designated Bank)
Register at the Registrar of Joint Stock Companies and Firms
Agency: Registrar of Joint Stock Companies and Firms
To register a company, the following documents must be submitted to the registrar:
- Name clearance certificate
- Memorandum and Articles of association
- Forms I (Declaration on the registration of the company); Form VI (Notice of the registered office); Form IX (Consent to act as directors); Form X (The list of persons consenting to act as directors); and Form XII (Particulars of the Directors, Managers, and Managing Agents)
Once the registration application is filed, the system generates a payment slip that should be printed and paid at a designated bank. This payment slip includes the registration fees, registration filing fees, stamp duties, and certified copies fees.
Registration fees can be calculated online at http://app.roc.gov.bd:7781/psp/fee_calculator
Time and cost: Less than 1 day (online procedure), paid in procedure 3
Pay all applicable registration fees and duties at a designated bank
Agency: Designated bank
The fees are as follows:
- Registration fees:
- For the authorized share capital of up to BDT 1,000,000, the fee is BDT 0.
- For the authorized capital from BDT 1,000,001 to BDT 5,000,000, the fee is BDT 50 for every BDT 10,000 or part thereof;
- For the authorized capital exceeding BDT 5,000,001, the fee is BDT 80 for every BDT 10,000 or part thereof.
- Registration filing fees: For filing 6 documents (5 filled in forms and the memorandum & articles of association, the fee is BDT 400.00 per document): BDT 2,400
- Certified copies: Certified Copy MoA+Form XII+Digital Certificate: BDT 1,220
- Stamp duties: BDT 4,150
Time and cost: 1 day, BDT 150 (without VAT) registration fees + BDT 2,400 (without VAT) registration filing fees + BDT 1,220 (without VAT) for the certified copies of Memorandum and Articles of Association, Form 12 and Digital Certificate + BDT 4,150 for stamp duties
Make a company seal
Agency: Sealmaker
Business founders can make a company seal at the Seal maker for BDT 30-50. A better quality seal can be more expensive at BDT 250-300.
Time and cost: 1 day, BDT 30-50
Obtain a Tax Identification Number
Agency: National Board of Revenue
In order to start business operations, every company must register for taxes at the appropriate taxation authority (Deputy Commission of Taxes of Company Circle, Zonal Taxation Department) under the National Board of Revenue (NBR) and obtain a tax identification number. Obtaining TIN number can now be done online at http://incometax.gov.bd/TINHome in less than one day.
Time and cost: Less than 1 day (online procedure), no charge
Open a Bank Account
Agency: Bank
In order to register for VAT, the company must first open a bank account.
Time and cost: 1 day (simultaneous with previous procedure), no charge
Obtain a trade licensea
Agency: City Corporation
Companies obtain a trade license from the City Corporation. Recently, the City Corporation (Dhaka) was divided into 2 zones: the North Zone and the South Zone. The company has to file its application at the nearest City Corporation.
The trade license filled-in application form must be accompanied by the following documents:
- A certified copy of the memorandum and articles of association
- A copy of the certificate of incorporation
- Tax Identification Number certificate
- The address and nature of business
- A copy of the lease agreement of the registered office
- 2 copies of Authorized Company Representative’s NID or Passport
Time and cost: 1 week, BDT 4,500 without VAT
Register for VAT
Agency: National Board of Revenue
For VAT purposes, companies register with the Customs, Excise, and VAT Commission under the National Board of Revenue. The company’s VAT is regulated by the Customs, VAT and Excise Department of the region in which it operates.
When an enterprise submits a VAT Registration application to the VAT authority an application must accomplish or enclosed the following papers & Documents:
- Fill-up an application form.
- Enterprise Trade License.
- Bank Solvency Certificate.
- Owners 02 photograph.
- National ID/Passport copy of owners.
- IRC/ERC if enterprise is importing and exporting.
- Article & Memorandum (if enterprise is Limited Company.)
- TIN Certificate.
- Location MAP of Enterprise premises.
Application for VAT registration is submitted online at https://vat.gov.bd/sap/bc/ui5_ui5/sap/zmcf_pri/index.html#/Welcome. However, in-person follow up is commonly required after submitting the documents online.
Time and cost: 1 week, no charge
Receive physical inspection of the business premises by a government agent and after VAT registration
Agency: National Board of Revenue
As of 2010, businesses receive physical inspection by a government agent in order to verify that the company is real – this inspection is related to VAT registration. Starting from April 15, 2019, the inspections are done after the registration.
Time and cost: 1 day, no charge
