Who needs it?
Founders who want limited liability, investors, foreign shareholders, businesses that bid for large contracts or want bank finance, and partnerships that want a registered deed.
Government fees
Government fees only — paid to the authority. Our professional fee is quoted separately, in writing. Each line shows how it was verified and when.
| Item | Amount | Status |
|---|---|---|
| Name clearance | Tk 500 per proposed name (time extension Tk 200)Source: app.roc.gov.bd/psp/RJSC_Fees | Official document — reconfirmChecked 30 Sept 2026 |
| Stamp on Memorandum (private company) | Tk 1,000Source: app.roc.gov.bd/psp/RJSC_Fees | Official document — reconfirmChecked 30 Sept 2026 |
| Stamp on Articles (private company) | Tk 2,000 (authorised capital up to Tk 10 lakh) · Tk 4,000 (Tk 10 lakh – 3 crore) · Tk 10,000 (above Tk 3 crore)Source: app.roc.gov.bd/psp/RJSC_Fees | Official document — reconfirmChecked 30 Sept 2026 |
| Filing fee (private company) | 6 documents × Tk 200 = Tk 1,200Source: app.roc.gov.bd/psp/RJSC_Fees | Official document — reconfirmChecked 30 Sept 2026 |
| Registration fee on authorised capital | Nil on the first Tk 10 lakh; then Tk 80 per Tk 1 lakh (or part) up to Tk 50 lakh. Higher bands: confirm before quoting.Source: app.roc.gov.bd/psp/RJSC_Fees | Official document — reconfirmChecked 30 Sept 2026 |
| Partnership firm registration | Tk 0 (registration fee)Source: app.roc.gov.bd/psp/RJSC_Fees | Official document — reconfirmChecked 30 Sept 2026 |
| Foreign company (branch) filing | Tk 3,000 (plus BIDA permission)Source: app.roc.gov.bd/psp/RJSC_Fees | Official document — reconfirmChecked 30 Sept 2026 |
| VAT on RJSC fees and bank charges | Added separately at paymentShown on the RJSC payment slip. | Confirm with our office |
Required documents
Private limited company
- Name clearance certificate (valid 30 days)
- Memorandum & Articles of Association signed by all subscribers with witnesses
- Form I (declaration on registration)
- Form VI (registered office address)
- Form IX (consent of directors)
- Form X (list of persons consenting to be directors)
- Form XII (particulars of directors, manager, MD)
- NID and e-TIN of every director/shareholder
- Passport-size photos of subscribers
- Registered office address details
One Person Company (OPC)
- Same core set as a private company
- Nominee details for the sole shareholder
- Confirm current OPC capital and form requirements with us before filing
Partnership firm
- Form I (statement)
- Partnership deed on non-judicial stamp
- NID of all partners
- No name clearance needed
Foreign shareholder (extra)
- Passport copy
- Encashment certificate for paid-up capital
- Attested documents of a corporate shareholder (board resolution, incorporation)
Step-by-step process
- 1
Search the name and apply for name clearance on the RJSC portal (pay Tk 500 per name).
- 2
Draft the Memorandum and Articles — objects clause, capital, shares, directors.
- 3
Fill Forms I, VI, IX, X and XII online and upload the signed MoA/AoA.
- 4
Pay stamp duty, filing fee and capital fee through the designated bank.
- 5
RJSC checks the name clearance, documents, stamps and fees.
- 6
Download the Certificate of Incorporation and certified MoA/AoA.
- 7
Then: company e-TIN, trade licence, bank account, VAT registration and first board meeting.
Renewal and penalties
Renewal & compliance
File the annual return within about 21 days of the AGM and the balance sheet/profit and loss within about 30 days of the AGM. Notify changes (directors, address, share transfer) on the relevant forms.
If you skip it
Late filing: Tk 500 a day up to Tk 1,000 per document. Long-overdue returns can lead to the company being struck off after about 90 days of notices.
Common mistakes we fix
- Letting the 30-day name clearance lapse before filing.
- Objects clause that does not cover the business you actually plan (IRC, bank and licences check it).
- Setting authorised capital too high and paying more stamp and capital fee than needed.
- Forgetting that every director must file an income tax return from year one.
Frequently asked questions
How much does it cost to register a private limited company in Bangladesh?
For a company with authorised capital up to Tk 10 lakh, RJSC government charges are about Tk 500 (name) + Tk 1,000 + Tk 2,000 (stamps) + Tk 1,200 (filing), plus VAT and bank charges. Capital fee applies above Tk 10 lakh. Our professional fee is quoted separately and in writing.
How long does company registration take?
With complete documents, name clearance plus incorporation usually takes about 3–10 working days.
Can a foreigner own 100% of a Bangladeshi company?
Yes, in most sectors. You will need an encashment certificate for the capital and, for some sectors, BIDA or regulator approval.
What is the minimum capital for a private limited company?
The Companies Act does not set a general minimum for a private company, but banks, licences and sector rules may expect a certain paid-up capital. We advise the right figure for your plan.
Legal basis & official sources
- Companies Act 1994
- Partnership Act 1932
- Societies Registration Act 1860
- RJSC fee schedule (Gazette notice of 23 April 2019 reduced fees)
- Registrar of Joint Stock Companies and Firms (RJSC), Ministry of Commerce
- RJSC online registration
Last reviewed 21 Oct 2026 by Legal Zone Corporate Desk. Fees and rules change — we reconfirm every figure before you pay.
