LegalSeba LLP – Doing Business in Bangladesh 2025



Doing Business in Bangladesh

Your Comprehensive Investment Guide for 2025

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Why Invest in Bangladesh?

A snapshot of a thriving economy with immense potential.

$55B

Export Earnings (2023-24)

6.2%

Projected GDP Growth (2025)

$25B

Forex Reserves (Aug 2024)

173M

Large & Young Population

Strategic Advantages & Key Infrastructure


  • Major Projects: Padma Bridge, Dhaka Metro Rail, Karnaphuli Tunnel, and major power plants enhancing connectivity and capacity.

  • Economic Zones: 68 Government and 29 Private EZs offering a favorable business environment.

  • Growing Digital Economy: Rapid adoption of MFS (bKash, Nagad), e-commerce, and ride-sharing platforms.

Investment Conditions

Understanding the landscape for foreign direct investment (FDI).

Restricted Industries

FDI is not permitted in these 4 sectors:

  • Arms, ammunition, and defence equipment
  • Forest plantation and mechanised extraction
  • Production of nuclear energy
  • Security printing and mining

Protected Industries (Prior Approval)

Investment requires approval from the relevant ministry:

  • Deep sea fishing
  • Banking & financial institutions
  • Power generation and distribution
  • Telecommunication services
  • And other key infrastructure sectors

Priority Sectors

Government encourages investment in high-growth areas:

  • Hi-tech industries & IT
  • Agricultural machinery
  • Pharmaceuticals
  • Automobile manufacturing
  • Renewable energy

Modes of Entry & Setup Timeline

Choose the right structure and understand the setup process.

Incorporate a Company

The most common and flexible approach, providing a distinct legal entity. Governed by RJSC.

Private Limited Company:

Min 2, max 50 shareholders. Limited liability.

Public Limited Company:

Min 7 shareholders. Can offer shares publicly.

Open a Registered Office

Operate as a foreign company by registering with BIDA. Suitable for limited operations.

  • Liaison/Representative Office: For marketing & coordination. Cannot earn income.
  • Branch Office: Can engage in approved commercial activities.

General Partnership

A simpler structure under the Partnership Act, 1932. Involves an agreement between partners with unlimited liability.

Indicative Setup Timeline (Company)

1

Name Clearance & Bank Account

Apply to RJSC for name clearance. Open temporary bank account for capital deposit. (1-2 Weeks)

2

Incorporation

Prepare AoA/MoA and apply for incorporation with RJSC. (2-3 Weeks)

3

Tax & VAT Registration

Register with Income Tax Authority (eTIN) and obtain VAT registration (eBIN). (1 Week)

4

Licenses & Permits

Obtain Trade License and other necessary permits (e.g., IRC/ERC if required). (1-2 Weeks)

Tax Environment & Incentives

A favorable tax regime designed to attract foreign investment.

Corporate Tax Rates

  • Non-Listed Company: 27.5%
  • Listed Company: 22.5%
  • One Person Company: 22.5%
  • Banks/Financial Inst (Listed): 37.5%
  • Mobile Phone Operator (Listed): 40%
  • Exporter (General): 12% (10% with LEED cert.)

Major Tax Incentives

  • Tax Holidays: 5-10 year regressive tax exemption for industries in specified locations.
  • EZ/HTP/EPZ Investors: 10-year regressive tax exemption.
  • Power Sector: Up to 15-year tax exemption for new plants, plus exemptions on royalties and interest for foreign lenders.
  • PPP Projects: 10-year tax exemption for specified infrastructure projects.

Personal Income Tax (Resident)

Progressive tax slabs:

  • First BDT 350,000: 0%
  • Next BDT 100,000: 5%
  • Next BDT 400,000: 10%
  • Next BDT 500,000: 15%
  • Next BDT 500,000: 20%
  • On remaining balance: 25%

*Non-residents taxed at a flat rate of 30%.

Double Taxation Avoidance Agreements (DTAA)

Bangladesh has DTAAs with over 40 countries to prevent double taxation and promote investment, including:

CanadaChinaGermanyIndiaJapanMalaysiaSingaporeSouth KoreaThailandUAEUKUSAVietnamNetherlandsAnd more…

Regulatory & Foreign Exchange

Key authorities and regulations governing your investment.

One-Stop Service Providers

BIDA Logo

BIDA

Primary regulator for most FDI

BEZA Logo

BEZA

Regulator for Economic Zones

BEPZA Logo

BEPZA

Regulator for Export Processing Zones

BHTPA Logo

BHTPA

Regulator for Hi-Tech Parks

Foreign Exchange (Forex) Regulations

Governed by Bangladesh Bank, the forex regime has the following key features:

  • Capital Repatriation: Full repatriation of invested capital and profits/dividends is permitted.
  • Equity Injection: Does not require prior approval, but must be reported to Bangladesh Bank.
  • Foreign Loans: Subject to prior approval from BIDA and Bangladesh Bank.
  • Outward Remittances: Generally restricted. Remittances for royalties, technical fees, and loan repayments are permissible under specific guidelines, often requiring approval.

Contact Us

For more information or to begin the process of setting up a company in Bangladesh, contact LegalSeba LLP today. Our team is ready to provide you with tailored assistance to ensure a seamless setup.

Choose LegalSeba LLP for expert guidance and support in establishing your company in Bangladesh. Our comprehensive services will ensure that you meet all legal requirements efficiently and effectively. Contact us today to get started on your journey to establishing a successful presence in Bangladesh.

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This guide is for informational purposes only and does not constitute legal advice.