IT and ITES are the two broad categories into which the ICT sector in Bangladesh is divided. Application services (which include system integration, IT infrastructure, and consulting) and engineering services (which include hardware and software development and testing) are the two categories of services that make up IT.
ITES category
However, the ITES category may be divided into the following categories:
- Knowledge process outsourcing (which includes business research, animation, data analytics, and other specialized processes),
- Vertical process outsourcing (which includes banking, manufacturing, telecom, and pharmaceutical).
- Horizontal process outsourcing (which includes call centers and business process management such as HR and Supply Chain functions).
- Automation services (which include task automation and Business Process as a Service; BPaaS).
Key information about the business establishment in Bangladesh
These include:
Business name
The name must have approval (clearance) before the firm may be incorporated in Bangladesh.
Directors
There must be a minimum of two directors. Directors may be domestic or international. Directors must be at least 18 years old and have no prior convictions for malpractice or bankruptcies. A director is required by law to hold the qualifying shares listed in the articles of association. A nominee director may be chosen by a shareholder who is not a natural person (a firm, for example).
Shareholders
In Bangladesh, a private limited corporation may have a minimum of 2 shareholders and a maximum of 50. A shareholder and a director are two separate roles that may coexist. A person or another legal entity, such as another business, maybe a shareholder. In the majority of industries, 100% local or foreign ownership is permitted. Once the Bangladeshi business has completed the incorporation procedure, shares may be issued at any time or may be transferred to another individual.
Authorized funds
The Memorandum of Association and Articles of Association both need to specify the allowed capital. It is the maximum number of shares that may be issued (allocated) to shareholders by the firm. The capital that has been approved may not all be issued. Bangladesh does not have a minimum or maximum permissible capital amount.
Paid-up capital
The minimum paid-up capital required to register a business in Bangladesh is one Taka. After the company’s establishment, paid-up capital, sometimes referred to as share capital, may be raised at any moment.
Official address
A local address must be given as the firm’s registered address to form a company in Bangladesh. The registered address cannot be a P.O. Box and must be a physical location (it may be either a home or business address).
Articles of incorporation and memorandum
The organization that will be incorporated must draft its articles of association and memorandum of association (MoA).
Business registration process
In Bangladesh, the process of registering a company is partly automated. The process for setting up a business in Bangladesh consists of three different steps:
Name verification
Getting name permission for the proposed business name is the first step in forming a corporation in Bangladesh. To start, you must go to www.roc.gov.bd and establish a username. After that, you may submit a name-clearance application. After submitting your name clearance application, you will be given a bank payment slip, and you must transfer 600 Taka to the specified bank. You must sign into your account on the RJSC website after completing the payment to get the name clearance. A name that has been authorized will be held for six months after the date of approval. By submitting an extension request right before the name is about to expire, you may keep it.
Creating a bank account and receiving the paid-up capital
Only if the prospective firm has foreign shareholders is this step appropriate. The next step is to register a bank account with any Bangladeshi scheduled bank under the chosen business name. You must deposit funds into the account once the account has been opened in an amount equivalent to the shares that the foreign shareholder must possess outside of Bangladesh. RJSC will need an Encashment Certificate from the Bank to incorporate.
Registration
The last step is to enter all the necessary data on the RJSC website. You will also need to upload Subscriber Page and Form IX. You will get a bank payment slip for paying the registration fees and stamp duty once the procedure is complete.
After-registration procedures
The documents published by the RJSC are:
Declaration of Incorporation
A Certificate of Incorporation for the business will be issued by RJSC. The registration number, business name, and incorporation date will all be shown on the certificate.
Form XII
The directors of the incorporated corporation are listed on Form XII.
MoA and AoA-certified copies
These are the copies of the memorandum of association and the articles of association.
In addition, you’ll almost probably need the following when registering your Bangladeshi company:
- Certificates of ownership for each shareholder.
- Register for directors, shares, shareholders, etc.
- A company seal.
- Applying for a tax ID number, a trade license, and other licenses.
