Branch Office in Bangladesh
What is a Branch Office in Bangladesh?
A branch office in Bangladesh is an extension of a foreign parent company that operates within the country to carry out specific business activities. It is not a separate legal entity but acts as a representative of the parent company. The operations of a branch office are governed and authorized by the Bangladesh Investment Development Authority (BIDA). Activities typically permitted include liaison services, promotional efforts, research, or other approved business functions, such as technical support, advisory services, and import/export operations, as outlined by BIDA regulations.
Permissible Activities for Branch Offices in Bangladesh (BIDA Guideline 6.2.3)
Approved branch offices in Bangladesh can engage in the following activities:
✅ Representing the parent company for purchases, sales, or commercial operations, including foreign banks.
✅ Assisting in technical or financial cooperation with Bangladeshi companies.
✅ Providing professional, advisory, or contractor/sub-contractor services.
✅ Conducting research on behalf of the parent company.
✅ Selling and offering after-sales services for parent company goods or services.
✅ Representing foreign airline or vessel services.
✅ Engaging in import/export activities with appropriate approval.
✅ Undertaking other commercial activities with specific approval, restricted to authorized operations only.
Eligibility Criteria for a Branch Office in Bangladesh (as per BIDA Guidelines 6.2.1 & 6.2.2)
1. Financial Integrity
Applicants must meet any of the following financial criteria:
✅ Continuous Profit:
Evidence of continuous profit for the last 3 years and a net worth of USD 1 million or its equivalent.
✅ Accumulated Profits:
If the company has accumulated profits despite occasional losses, it must demonstrate net assets of USD 1 million or its equivalent at the time of application.
✅ Solvency Commitment:
A sister concern, subsidiary, or holding company may issue a financial solvency commitment letter for at least USD 10 million or its equivalent, complying with International Accounting Standards (IAS).
2. Local Business Engagement
The parent company must provide 2-3 work orders or service agreements with local customers in Bangladesh as part of its application.
These requirements ensure the financial stability and operational intent of the branch office to support its establishment and compliance with local regulations.
Our Comprehensive Services & Steps
We provide end-to-end support to ensure a hassle-free registration process for your branch office in Bangladesh. Our services include:
1. Initial Consultation
Initial Consultation for rendering full legal insights and compliance requirements.
2. Document Preparation & Guiding for Attestation
✅ Drafting key documents, including board resolution, directors list, business activities declaration.
✅ Guiding to attestation of documentation from Bangladesh High Commission from parent company country like, incorporation certificate, Memorandum of Association (MoA) and Articles of Association (AoA) , audit reports of the parent company.
3. BIDA Approval
✅ Submitting application and all required documentation to BIDA web portal.
✅ Coordinate, follow-up, communication to BIDA authority and ensure in obtaining the permission letter from the Bangladesh Investment Development Authority (BIDA).
4. RJSC Registration
✅ Registration with the Registrar of Joint Stock Companies and Firms (RJSC) for compliance with local laws.
5 . Procurement of Trade License & Tax Registration
✅ Application and obtanining trade license from local government.
✅ Registration with the National Board of Revenue (NBR) for Tax Identification Number (TIN)
6. Bank Account
✅ Assistance in opening a local bank account and complying with fund transfer regulations.
✅ Remit a minimum of USD 50,000 to cover initial establishment and operational expenses within two months of approval.
7. VAT / BIN Registration
✅ Registration with the National Board of Revenue (NBR) for Value Added Tax (VAT)/ BIN.
8. Notifying Bangladesh Bank About Branch Office Establishment
✅ Foreign entities establishing a branch office in Bangladesh must report the setup to the Bangladesh Bank as part of the regulatory compliance process by 30 days.
✅ We assist in reports filing to Bangladesh Bank.
Documents Required to Set Up a Branch Office in Bangladesh
✅ Application Form: Completed BIDA application form.
✅ Corporate Documents from Parent Company:
✅ Certificate of Incorporation.
✅ Memorandum and Articles of Association.
✅ Audited financial statements of the parent company (latest 3 years).
✅ Board Resolution: Approval for branch setup from the parent company’s board.
✅ Director/Shareholder Details: Names and nationalities of directors and shareholders.
✅ Proposed Activities: Description of intended branch office operations.
✅ Organizational Structure: Proposed organogram with roles for expatriates and locals.
✅ Authorization Letter: Letter authorizing a representative to act on behalf of the company.
✅ Attestation: The documents mentioned in Point 2 (Corporate Documents) and Point 3 (Board Resolution) must be attested by the Bangladesh Embassy or High Commission in the parent company’s home country.
Need Assistance?
If you require any help or guidance regarding branch office setup in Bangladesh, feel free to reach out. We are here to simplify the process and ensure your compliance with local regulations. Contact us today!
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