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Corporate & Commercial

Company, Corporate & Foreign Investment

Establishing, capitalising and running Bangladeshi companies for foreign investors — from entry structuring to day-to-day corporate governance.

  • Chambers Global 2026 · Band 1, Corporate & Finance
  • The Legal 500 · Tier 1, Corporate and M&A

Bangladesh remains a registration-and-approval jurisdiction. A foreign investor's route into the market runs through the Registrar of Joint Stock Companies and Firms, the Bangladesh Investment Development Authority or a zone authority, and — for anything touching capital, dividends or shareholder loans — the Bangladesh Bank under the Foreign Exchange Regulation Act. Getting the sequence wrong is expensive to unwind.

We advise on entry structure before incorporation: branch, liaison or subsidiary; joint venture or wholly foreign-owned; onshore company or economic zone entity. We then carry the client through formation, share subscription and inward remittance, board and shareholder machinery, licensing, and the annual compliance cycle — and we stay on as corporate counsel once the entity is operating.

The firm has acted as corporate counsel to multinational groups in retail, technology, energy, pharmaceuticals and financial services, and has advised development finance institutions on governance standards for their Bangladeshi investees.

How we help

  • Market-entry structuring: branch, liaison office, subsidiary and joint venture
  • Incorporation and RJSC filings; Invest Bangladesh (formerly BIDA) and economic zone registration
  • Foreign exchange approvals, share remittance and repatriation of dividends and capital
  • Shareholders' agreements, articles, and joint venture documentation
  • Company secretarial support, board procedure and statutory registers
  • Corporate governance review and board advisory
  • Sectoral licensing and permitting for regulated activities

Representative matters

  • Corporate counsel to multinational retail groups operating in Bangladesh.
  • Participation in an IFC corporate governance assessment team.
  • Research contribution to a World Bank and IFC comparative corporate governance study (2008).

Recent changes in the law

  1. 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 →

  2. 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 →

All changes, with sources

Our writing on this