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Joint Venture Company Registration in Bangladesh for opening business of local and foreign entrepreneurs and jointly operating the company activities into Bangladesh. Now, Bangladesh is one of the most emerging economical growths of the Asian countries and the world for cheap labour cost and some lucrative business into the globe, so enthusiastic foreign investors are coming here to invest in different kinds of business sectors in Bangladesh.

Firstly, foreign entrepreneurs can open 100% foreign owned limited company or Joint Venture Company in Bangladesh and monitor all kinds of company legal matters in Bangladesh. Joint Venture Company means that foreign entrepreneurs and local entrepreneurs both jointly operate the business and paid up his/ her equity investment of the company. RJSC is the only legal authority to issue company registration/ incorporation certificate in Bangladesh.

Potential Business sectors in Bangladesh:

There are huge lucrative businesses which are laying out for investing business capital and earn profit. Most of the potential business sectors in Bangladesh are private businesses where local and foreign entrepreneurs are investing their capital for doing trading, manufacturing, exporting, importing business and so on.

The leading business sectors are: frozen food, potato export, sea food, handicrafts, readymade garments, potato export, jute products, IT sector, Tourism sector, agricultural, food processing, and power plants. Currently, world’s renowned chain of company set up their branch offices, liaison offices, and regional offices in Bangladesh.

Procedure for registration of Joint Venture Company in Bangladesh:

For initiating registration process of a Joint Venture Company, one needs to collect company name clearance certificate from RJSC. After collecting name clearance certificate, the company’s Memorandum of Association and Articles of Association are prepared. Any foreign shareholder’s equity investment coming from overseas for the purposes of equity investment in the Joint Venture Company has to be registered at RJSC.

Joint Venture Company in Bangladesh

One or more foreign entrepreneur can set up a Joint Venture Company in Bangladesh with collaborating of one or more Bangladesh entrepreneur. The Register of Joint Stock Companies & Firms (RJSC) is the only authority to register Joint Venture Company in Bangladesh. To set up Joint Venture Company in Bangladesh at first needs to collect proposed company’s name clearance certificate from RJSC. After collecting Name Clearance Certificate need to prepare Memorandum of Association and Articles of Association for the proposed company. A Joint Venture Agreement should prepare for the proposed company.

A probationary bank account should open to any commercial bank in Bangladesh by submitting Name Clearance Certificate, signed Memorandum of Association and Articles of Association along with a board resolution’ As inward remittance an amount of foreign exchange equivalent to portion of paid up capital or more must be brought in Bangladesh for foreign director(s) after getting Name Clearance Certificate to register the company with RJSC.

Registration Procedure

Joint Venture company registration procedure in Bangladesh is almost same of wholly own share holding entity major changes are share holding proportion as: foreign owners or investors may hold 49 per cent of share at maximum whereas local entrepreneur may hold 51 per cent of total share proportionately.

  • Promoters meeting minutes copy mentioning
  • Corporation multiple names
  • Sponsors signature
  • Share holding position of the directors
  • Objectives of business
  • Name reservation of the corporation (XYZ LIMITED);
  • Remit an amount against paid up (partially or whole) to any account whether person or corporate that encashment shall be enclosed to incorporation office, RJSC;
  • Prepare MoA and AoA according to Company Act, 1994 of Bangladesh;
  • Pay the amount of government and additional fees those are required to complete registration process;
  • Get directors or investors income tax certificate from NBR whether in Bangladesh joint venture company or any limited company;
  • Fill up prescribe forms (XII, VI, IX, X) available in website of RJSC, directors special information with signature need to put up;
  • Passport copy (scan) of the sponsors is enough to fill up required fields;
  • Passport main copy is required to show getting income tax copy, added new policy of government;
  • 3 (three) copies are provided from government office at beginning when formation is done from RJSC (incorporation certificate, form XII and MoA and AoA with original seal and date of the registrar (joint secretary), provided that any other documents shall be provided after receiving request from directors;
  • Apply for business income tax after receiving 3 papers from RJSC office, above mentioning;
  • Apply for Trade License from regional office of city corporation or local office as business location in Bangladesh;
  • You are eligible to open bank account after obtaining above papers (3 papers of RJSC, Income Tax and trade license);
  • Apply for VAT certificate enclosing attain papers to regional VAT office in Bangladesh joint venture company where business is located;
  • Forward all papers to become member of Chamber of Commerce or, BGMEA, BKMEA or any other association;
  • Apply for export and import license enclosing all papers (above mentioning), collect check list from government office or our office;
  • Forward application for environment certificate (factory set up);
  • Prepare a joint agreement between parties as further needful documents;

Steps of set up a Joint Venture Company in Bangladesh

Following Steps should be followed for registering a Joint Venture Company in Bangladesh with RJSC:

  • Submit Memorandum of Association and Articles of Association by online.
  • Submit scan pages of Subscribers details and Form IX with duly signed.
  • Provide Joint Venture Agreement to RJSC for the proposed company.
  • Provide Encashment Certificate to RJSC for the proposed company.
  • Pay registration fees to schedule commercial bank for the proposed company.

After reviewing all the documents if RJSC is satisfied then it shall issue Incorporation Certificate for the proposed company.

Post Registration tasks after getting Incorporation Certificate of newly registered Joint Venture Company in Bangladesh:

  • Collect Trade License;
  • TIN Certificate for the newly registered Joint Venture Company;
  • Regularize Bank Account for the newly registered Joint Venture Company;
  • VAT Certificate;
  • Import Registration Certificate (In case of Import Business);
  • Export Registration Certificate (In case of Export Business).