Investing in Bangladesh
Investing in Bangladesh: the guide we wish every investor had read first.
What entering this market actually involves — the structures, the approvals, the money, the people and the risks. Published as pages rather than a PDF, so you can read it before you decide whether to talk to anyone.
- 01
Choosing an entity: branch, liaison office or subsidiary
The first decision, and the one most expensive to reverse. What each structure can lawfully do in Bangladesh, and what it cannot.
Read → - 02
Registration and approvals: RJSC, Invest Bangladesh and the sequence that matters
Who registers what, in which order, and the steps that gate everything after them.
Read → - 03
Getting money in, and getting it out
Inward investment, dividends, royalties, shareholder loans and sale proceeds under the foreign exchange regime.
Read → - 04
People: employment, expatriate work permits and the worker/management line
Bringing expatriate staff in, and the classification question that governs everything about employing people here.
Read → - 05
The tax position for a foreign investor
Withholding, treaty relief, permanent establishment, capital gains on exit, and the exemptions attached to zones and infrastructure.
Read → - 06
Protecting your position: contracts, IP and disputes
The brand registration, contract drafting and dispute resolution choices that decide what a right is actually worth here.
Read → - 07
Questions we are asked first
The eight questions that come up on almost every first call with a foreign investor, answered plainly.
Read →
Kept current
What changed in 2025 and 2026
Bangladesh has rewritten a good deal of its investment, disputes, data and employment law in two years. These are the changes a foreign investor is most likely to meet, each with its date and source.
LDC graduation deferred to 24 November 2029
The UN General Assembly extended Bangladesh's preparatory period on an exceptional basis, moving graduation from least-developed-country status from 24 November 2026 to 24 November 2029. The TRIPS transition for pharmaceutical product patents continues in the meantime.
What the deferral means for pharmaceutical patents →
Source: The Business Standard, 30 October 2026 · UN LDC Portal — Bangladesh graduation status
Invest Bangladesh replaces BIDA, BEZA and the PPP Authority
The Invest Bangladesh Act 2026 came into force by gazette notification, creating a single investment authority under the Prime Minister's Office. It takes over the functions, contracts and staff of the Bangladesh Investment Development Authority, the Bangladesh Economic Zones Authority and the PPP Authority, and repeals their parent Acts and the One Stop Service Act 2018. BEPZA and the Hi-Tech Park Authority remain separate. Registration, work permits and the one-stop portal continue under the new name.
What changes for foreign investors →
Source: The Daily Star, 16 July 2026 — Invest Bangladesh Bill passed · Future Startup, 24 August 2026 — the Act in force
Commercial Courts Act 2026
Parliament enacted the Commercial Courts Act 2026, replacing the ordinance of 1 January 2026 and establishing designated commercial courts across the country. Their jurisdiction covers commercial contracts, banking, insurance, company matters and intellectual property disputes, with court-annexed mediation and fixed periods for hearings. Where a claim should now be filed is a question to settle before issuing proceedings.
Source: The Legal 500 Comparative Guide — Bangladesh: Litigation · BSS via RTV, 2 January 2026 — the Commercial Court Ordinance
Bangladesh Labour (Amendment) Act 2026
Parliament passed amendments to the Labour Act 2006, following an ordinance of November 2025. Reported changes include a definition of “worker” that turns on actual duties rather than job title, new thresholds for trade union registration, longer maternity leave and a mandatory workplace complaint committee. Employers should check contracts, handbooks and classification of staff against the amended Act.
Worker or management? Why the line matters →
Source: US State Department — 2026 Investment Climate Statement: Bangladesh
Personal Data Protection Act 2026
Parliament replaced the Personal Data Protection Ordinance of November 2025 with an Act. It reaches organisations outside Bangladesh that offer goods or services to people in the country, requires specific and revocable consent, and regulates large cross-border transfers of sensitive personal data.
Source: US State Department — 2026 Investment Climate Statement: Bangladesh · Securiti — overview of the Personal Data Protection Act 2026
Higher threshold for repatriating capital without prior approval
Bangladesh Bank raised the value above which the repatriation of capital needs its prior approval, as reported in the US State Department's 2026 Investment Climate Statement. Exits and share sales below the new threshold can be remitted through an authorised dealer bank.
Getting money in, and getting it out →
Source: US State Department — 2026 Investment Climate Statement: Bangladesh
Cyber Security Ordinance 2025 replaces the Cyber Security Act 2023
The Cyber Security Ordinance 2025 took effect on publication in the gazette and cancelled the Cyber Security Act 2023, removing several of its speech-related offences. Compliance policies that still cite the 2023 Act need updating.
Source: Prothom Alo, 22 May 2025 · Digital Policy Alert — Ordinance No. 25 of 2025
Patent Act 2023 in force
The Bangladesh Patent Act 2023 came into force, replacing the patent provisions of the Patents and Designs Act 1911. It sets a 20-year term from filing, a 36-month deadline to request examination, and introduces the utility model.
Source: WIPO Lex — Bangladesh
General information as at November 2026. Legislation in Bangladesh is moving quickly; ask us to confirm the position on your facts before relying on any of it.
Step 1 · Sector access
Check whether your sector is open or restricted
Bangladesh allows 100% foreign ownership of Bangladeshi companies, but entry is not the same for every sector. Check your category first.
Reserved for the stateNot open to private investment
- Production of nuclear energy
- Arms, ammunition and other defence equipment and machinery
- Forest plantation and mechanised extraction within reserved forests
- Security printing and minting
ControlledPrior clearance required
- Banking, insurance and other financial institutions
- Satellite channels and broadcasting
- Cargo and passenger aviation
- Sea-bound ship transport
- Deep-sea fishing
- Generation, supply and distribution of power
- Exploration, extraction and supply of natural resources
- Large-scale infrastructure projects
- Crude oil refining, including recycling and refining of used lube oil as fuel
- Medium and large industry using natural minerals as raw materials
- Sea ports and deep-sea ports
- VoIP and IP telephony
- Industries using heavy minerals from sea beaches
ControlledJoint venture required
- Courier service agent
- Buying house and indenting agent
- Advertising agency
- Shipping agent
- Freight forwarding agent
- Airline or railway GSA, PSA or cargo agent
- For-profit or commercial education institution
Open sectors100% foreign ownership permitted
- Textiles and garments
- IT and software services
- Pharmaceuticals
- Leather and footwear
- Agribusiness
- Light engineering
- Renewable energy
- Most manufacturing
- Most services
Special economic zones
Utilities, customs bond, tax holidays, duty-free raw materials and machinery, work-permit help and security. Zone companies are more regulated and face local-sales limits.
| Electronics | Chinese Economic Zone, Mirsarai |
|---|---|
| Garments & textiles | Chattogram areas, Mirsarai |
| Consumer goods | Araihazar |
| Heavy manufacturing | Mirsarai |
| Logistics & warehousing | Chattogram-based zones |
Step 2 · Structure
Which structure fits your plan?
The right vehicle depends on what you plan to do in Bangladesh: trade, deliver a project, partner locally or simply research the market.
| Your plan | Structure |
|---|---|
| Trading, hiring and invoicing | Private limited company or subsidiary |
| A defined project or service contract | Branch office |
| Sourcing or market research only | Liaison office |
| Entering with a local partner | Joint venture |
| Fastest route to customers and licences | Acquisition / equity investment |
Step 3 · Compliance
A Bangladeshi company means Bangladeshi compliance
Once you establish and operate a business in Bangladesh, you must generally comply with Bangladeshi laws and regulations rather than relying solely on the laws of your home country.
| Number | Area | Law or authority |
|---|---|---|
| 01 | Incorporation and corporate governance | Companies Act 1994 |
| 02 | Tax registration and filings with the National Board of Revenue | Income Tax Act 2023 · VAT & SD Act 2012 |
| 03 | Accounting, auditing and financial reporting | Companies Act · accounting standards |
| 04 | Employment and labour | Labour Act 2006 (as amended in 2026) · Labour Rules 2015 |
| 05 | Trade licences and business registrations | Local authorities |
| 06 | Industry permits, approvals and regulatory licences | Competent government agencies |
| 07 | Foreign investment registration and reporting | Invest Bangladesh (formerly BIDA) |
| 08 | Foreign exchange | FER Act 1947 · Bangladesh Bank directives |
| 09 | Customs, import and export | Customs Act 2023 |
| 10 | Data protection, cybersecurity and digital compliance | Personal Data Protection Act 2026 · cyber security legislation |
| 11 | Intellectual property | Trademarks Act 2009 · Patent Act 2023 · Industrial Design Act 2023 · Copyright Act 2023 |
| 12 | Product standards, testing and certification | BSTI |
Same rules for foreign investors: if your activity needs a permit, licence, registration, certification or approval, the same framework applies to you as to local businesses, subject to any sector-specific conditions on foreign investment.
A note on this guide
General information, not advice — and we say where it stops.
Everything here describes the position in general terms. It is not legal advice and should not be relied on in place of advice on your own facts: the sector you are entering, the structure you choose and the counterparty you are dealing with all change the answer.
Where a figure or a timeline would be useful and we are not yet publishing one, the page says so rather than offering an estimate we cannot stand behind. We respond within one business day, Dhaka time (GMT+6).