joint-stock

How can I register a joint-stock company in Bangladesh?

The Registrar of Joint Stock Companies (RJSC), or Company House in Bangladesh, is the legislative authority in charge of company registration in Bangladesh. So to register a joint-stock company in Bangladesh, you have to apply through them.

Let’s learn the process and requirements of RJSC registration in Bangladesh.

4 Steps to Registering a Joint Stock Company in Bangladesh

Here is a 4-step breakdown to take you through the complete process.

Step 1: Obtain a name clearance certificate for your company

The first step in forming a business in Bangladesh is to obtain a name clearance. Before registering your company’s name, you must first decide on a good business name. It must not be confusingly similar to another that already exists.

To do this:

  • Go to http://app.roc.gov.bd:7781/ to access the RJSC name clearing portal. 
  • Register with an email address, password, and other business information.
  • Pay a charge ranging from BDT 500 to BDT 1000 in a bank Invoice to the RJSC-designated bank once you’ve completed the online application.
  • You must update your information on the RJSC webpage after submitting the Challan.

N.B: You have to go through the process again if you don’t register your company within a month of the name clearance.

Step 2: Gather the required documents for the registration process

The RJSC requires the following documents for verification:

Memorandum of Association (MOA) and Articles of Association (AOA) of the company: These two documents combined form the company’s constitution in Bangladesh. Thus, it is recommended that you hire an experienced consultant for the job.

The most important part of your company’s registration process in Bangladesh is the MOA and AOA. So, take great care when forming the company’s constitution.

Promoters’ resolution to open a Company in Bangladesh:

This document lays out the plans for creating a business in Bangladesh. When a foreign firm is a stockholder of a prospective corporation in Bangladesh, it is usually necessary.

After getting the documents, you will need to fill out the following forms:

  • Form I: Declaration on registration of the company
  • Form VI: Notice of situation of registered office
  • Form IX: Consent of director to act
  • Form X: List of persons consenting to be directors
  • Form XII: Particulars of the directors, managers, and managing agents

Step 3: Fulfil the banking formalities

If a foreign business wishes to establish itself as a stakeholder in a Bangladeshi company, the company registration procedure in Bangladesh introduces a new clause. The foreign company must pay its participation proportion in the Bangladeshi company following Bangladeshi legislation and RJSC guidelines.

You must open a temporary bank account by providing the following paperwork to the respective banks:

  • MOA and AOA draft copy
  • Name clearance certificate
  • Foreign company board resolutions
  • Representative shareholders’ passport copies
  • Bank account forms
  • Other necessary documents asked by the authority

You must obtain an “Encashment Certificate” from the bank after opening the company bank account and inputting the joint-stock amount. This certificate shows that the amount required for capital contribution has been duly remitted to the proposed company’s temporary bank account.

Step 4: Go through the final registrations process

The registration charge and stamp amount must be paid at the RJSC’s designated bank for the business to be registered. The proposed company’s authorized share capital will be used to determine the government fee. A registration certificate must be received from the RJSC following the satisfactory completion of all prerequisites.

Conclusion

It is crucial to know in which category your company falls before registering a joint-stock company in Bangladesh. The process can be extremely lengthy and tricky if you don’t follow the exact steps.

Also, you can hire an experienced consultant to kick start your joint-stock company in Bangladesh.

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Christophe Rude

Christophe Rude

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