Friday, 15 October 2021

Private Limited and Public Limited Company Registration in Bangladesh

 Bangladesh, like other countries in the world, has to go through a legal process for company registration, fulfilling some initial and on-going regulatory requirements.

 




There are mainly two types of companies in Bangladesh- 1. Pvt. Ltd. and II. Public Limited Company.

 

According to the Companies Act of 1994 existing in Bangladesh, in case of a private limited company a minimum of 2 persons and a maximum of 50 partners or partners are required. However, the recent amendment to the Companies Act provides for the opening of a company by One Person Company (OPC) or just one person. In today's article we will discuss how to register a private limited company in Bangladesh, how much time it takes, how much money it costs etc.

 

Before we start discussing the registration process of the company, it is very important to discuss some basic issues.

 

If you start a shop on a private initiative or a small business, you can start a business with just a trade license, and then you will be the proprietor or owner of the business and if you form a company, you will be. Chairman of the Company, one of the Board of Directors, or Managing Director.

 

While there is no legal complication for starting a sole-proprietorship concern or sole proprietorship, there are a number of legal compliance for starting a private limited company ....

Determining capital:

 

There are different types of capital, such as initial capital, share capital, equity capital, net capital, which will take a long time to discuss. However, the two most important types of capital are authorized capital and paid up capital or paid up capital.

 

The authorized capital of a company is the maximum capital limit that is set and approved at the start of the company;

 

Suppose your company has an authorized capital of Tk. 1000, and 10 partners, then a maximum of 10 shares out of ten can be distributed for 100 Tk.

 

Paid-up capital is an amount within the authorized capital limit that must be deposited in your business bank account.

 

To register a company in Bangladesh, you need to have a minimum paid-up capital of Tk. For example, if the paid-up capital is TK.500 within the authorized capital of Tk.1000 / -, then Tk.500 should be deposited in your business bank account, if it is Tk.100 paid-up capital, then Tk.100 should be deposited. This money can then be withdrawn and spent at any time for business needs.

 

Not to mention two more important issues after this-

 

Memorandum of Association or MOA for short

 

The Memorandum of Association is a description of the company's goals and functions, including the name of the business, the type of business, the purpose of the business, the amount of authorized and paid-up capital, and so on. The word Limited must appear at the end of the name of the Private Limited Company.

 

Article of Association or AOA for short

 

Articles of association The rules of management of the company will include how the company director will be elected, AGM, how the general meeting of the company and special meeting will be held, how new members will be hired, how a member will be expelled, how dividends will be distributed. Etc. The issues are described in detail in the Article of Association.

 

Memorandums of Association and Articles of Association are best prepared by a lawyer with experience in company law.

STEP-01: Name clearance

 

The first step in registering a company is to check if the name you want to register the company is available, if your desired name is available then apply for name clearance. Your company name must be unique, meaning there will be no other registered company in Bangladesh with this name. You can easily check if your preferred name is available from RJSC's servers, and if it is free, you can apply for name clearance.

 

 

 

 

Once you get the name clearance, you can start the company registration process.

To register a company, one has to input all the required information on the RJSC website, scan the documents like Memorandum of Association, Article of Association, list of directors, etc. and upload the documents. If everything is successfully uploaded and submitted, there will be an option to download the bank's payment slip for depositing other government fees including registration fee. You have to print the slip and deposit the fee in the designated bank. After that the Memorandum of Association, Original Copy of Article of Association, Form-1, Form-6, List of persons willing to become a Director, Director's Consent Letter, Form-12 etc. must be duly filled and submitted to the Registrar's Office of the joint venture company.

 

RJSC officials will then examine your uploaded documents and, if all goes well, approve your company registration application, meaning that your company registration has been successful and you will receive an e-signed Certificate of In-Corporation, MOA, AOA and Form-xii. Will send.

 

 

 

Receiving these documents means your company is registered. You will need to collect some more certificates to start business activities after the company is registered. The amount of this certificate may vary depending on the type and nature of the business. Certificates that are mandatory after company registration:

 

    Trade license

 

    Tin certificate in the name of the company

 

    VAT registration etc.

 

Once everything is ready you can start business activities.

 

So friends, so far today, if any of you have any questions, you can comment. If you like the article, you can share it with your friends. Regularly you can subscribe to our blog to get our articles in your email inbox, I invite you to read the next article, stay well till then, stay healthy, Allah Hafez.



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